Down the Food Chain We Go
by tearthgrrl
Summary: Shenzi and Banzai are turned into the last animal they expected, next to lions, and only somebody who happens to be that same species can help them get through it.
1. Meerkat volleyball

Here's my next Lion King Fanfic!

I kind of got the inspiration from a few episodes of Timon and Pumbaa. The one where Timon turns into a bug and Pumbaa eats him, the one when they think Simba went carnivore, and the opening of this story was inspired by the one where I think they got kidnapped by aliens. Not saying anymore though!

Hope you all liked the last fanfic. and I hope you all like this one!

* * *

"AHHHHHHHHHHHHHHHHHHHHHHH!!" came a yell across the plains as a certain meerkat was smacked back and forth between two pairs of hyenas. 

The youngest one among them, a female, swung her paw at the meerkat, who felt the very breath knocked out of him on impact. Then he was sent back to the other two hyenas, who missed him, and he was sent sliding on his stomach against the dirt, feeling the pain of the gravel beneath him.

"YES!" T shouted after she and Ed scored another point against Shenzi and Banzai.

"Next in line for hall of fame of meerkat volleyball: T and Ed!" she said. Ed laughed hysterically.

"Yeah, yeah, yeah." Banzai said.

"Best two outta three." Shenzi said as she grabbed Timon with her paw.

"No! No! No best two outta-!" but Timon was cut off when Shenzi served up and he went flying towards Ed and T again, screaming.

He squeezed his eyes shut, waiting for the painful impact of one of them to knock him back to the other side. He didn't know what was worse; when the two teams were dead-locked in sending him back and forth across the vine the four were using as a net, or when one of the teams missed and he was sent sprawling into the dirt. Either way it was pretty painful.

Shenzi and Banzai scored a point when T missed a hit at him and Timon was sent rolling a few feet before finally ending up flat on his back, exhausted. He breathed heavily as he saw T and Ed walk up to him, knowing only so they could practically break his spine in their tight grip and send him flying once again.

Timon looked at the two hyenas that were now towering above him.

"Please. I'm beggin' ya." he pleaded.

T and Ed meerly ignored his pleas for mercy. T reached her paw down to grab him but she and Ed perked their ears up when they heard a noise, it sounded like an angry warthog. Timon eye's widened as he recognized the sound.

Suddenly, he saw Pumbaa barge out of some shrubbery, then ram into T and Ed with his tusks, sending the two hyenas straight into Shenzi and Banzai. Timon watched as Ed and T crashed into them and all four hyenas ended up smacking into a tree trunk from the impact.

Then Timon saw Simba come from out of nowhere. Simba gave out a loud roar which scared all hyenas but T, as the trio instinctively got out of his way.

Then Timon saw Pumbaa run up to him, looking worried.

"Timon! Are you ok?!" Pumbaa said.

"What were you doing?!" Timon saw Simba yell at the hyenas.

"Aw c'mon kingy, we're allowed ta have a little fun ain't we?" Shenzi said.

"Yeah, we weren't hurtin' 'im or anything." T said.

"I let you three come into the pridelands and this is how you thank me?" Simba said.

"Maybe I should rethink that law." Simba finished.

At this, the trio looked nervous. Seeing that he was being taken seriously now, Simba calmed down and reluctantly gave the hyenas another chance.

"No more meerkat volleyball. Got it?" he said. The four hyenas nodded.

"Good." Simba said, then turned to Timon and Pumbaa.

"Let's go home guys." he said.

* * *

_Back at Priderock..._

"Timon, are you ok?" Pumbaa said again, more worried than before.

"Aww I'm fine." Timon said with a wave of his hand.

"A little R an' R and I'll be good as new." he finished, dusting himself off.

"...Maybe letting the hyenas in the pridelands was a mistake." Simba quietly said.

"Now don't go beatin' yourself up." Timon said.

"Look how's about me an' Pumbaa come visit you tomorrow, and we'll all go catch a few juicy bugs for lunch?" he said to Simba.

Simba calmed down and smiled.

"I think it's a great idea." he said.

"Good." Timon said, then got on Pumbaa's back.

"See ya tomorrow buddy!" he finished as he and Pumbaa rode off.

Simba watched them leave with a small smile on his face, but it disappeared when Timon and Pumbaa were out of view. Simba let out a sigh and walked into the den belonging to him and Nala.

* * *

_In the outlands..._

"We won." T said as the four made it back to their cave.

"No way! It was your guys' turn ta serve when the game ended so technically, we won by forfeit." Banzai said.

"Right." T said sarcastically.

"It don't matter anyway. Thanks ta King Buzzkill, we can't play it anymore." Shenzi said.

"So how 'bout everybody just forgets about it, and tomorrow we'll go find some big fat game for breakfast." she finished.

"Alright." T said with a shrug of her shoulders and the four went into their cave as the sun disappeared from the horizon.

* * *

_Later that same evening..._

"I don't know what to do with them." Simba said as he talked to Rafiki, who was busy grinding some berries in a turtle shell.

"Nala likes T so I can't kick 'em back into the graveyard. Plus those hyenas outnumber us by the dozens so we can't punish their leaders." he finished.

"What is dere to be punishing for?" Rafiki asked him as he stirred the concoction with a stick.

"Pumbaa and I caught the four of 'em using Timon as a volleyball." Simba answered.

"De meerkat?" Rafiki said.

"Yeah." Simba replied. Then he got to his feet.

"Well, thanks for listenin' Rafiki. Nala's probably waiting for me." Simba said as he turned to go back to Priderock.

"Anytime you wish my king." Rafiki said. Then Simba walked back to his home.

Rafiki rubbed his chin, he wondered how the hyenas could learn and obey the rules and laws Simba and the kings before him had made (excluding Scar of course!).

He thought as hard as he could until it finally hit him: From his point of view, there was only one way to learn and know about anything.

And that was, a first-hand experience.

Rafiki laughed to himself as he began working on another potion.

* * *

_That night..._

The four hyenas slept soundly in their cave. By this time the sky was completely dark blue, and the only thing that could be heard was the crickets chirping away, and the nocturnal animals.

Ed laughed faintly in his sleep, along with his snoring. Banzai was completely wiped out and was snoring as well. Shenzi and T were both quietly sleeping but turned Banzai and Ed over when the two males started snoring.

The four were so deep in sleep, they failed to notice a peculiar wind blowing into the cave. It blew soft, so as not to wake them up, but had a strange tint to it. Some thin waves of red could be seen along with the breeze, which blew its way right past T and Ed and onto Shenzi and Banzai.

Then just as quickly as it came, it stopped. But the hyenas continued to sleep, hardly recognizing anything at all.

* * *

_The Next Day..._

Shenzi and Banzai yawned as they woke up the next morning.

"Banzai, you an' Ed were snorin' again." Shenzi said without looking at him.

"Ya never complained about it before." he said to her, without making so much as a glance at her.

Then the two sleepily walked over to a puddle of water in the cave, dripping from a stalagtite hanging on the roof. They splashed the water on their faces to wake themselves up.

Then they yawned again and finally looked at each other.

_And were shocked at what they saw._

_

* * *

_Three reviews if you all want another chapter! 


	2. A fellow meerkat

Guess what they saw? Read and find out!

* * *

"Shenzi?!/Banzai?!" the two hyenas screamed in unision.

**(A/N **Or should I say, the two _former_ hyenas?)

"You're a-!" they screamed grabbing onto each other's shoulders.

"_I'm_ a-!" they screamed again as they looked at themselves.

Then the two went to the pool of water and madly splashed the cold liquid on themselves, then looked in the clear puddle to make sure they weren't dreaming.

They were horrified to realize they weren't dreaming at the least. They slowly reached their hands up to their faces. **(A/N **that's right, _hands_!)

In the transparent puddle below them, they saw the images of two...meerkats. Shenzi and Banzai's mouths dropped open. They looked at each other again.

"What the heck happened last night?!!" Shenzi said.

"If I knew, you think I'd be screamin' my head off right now?!!" Banzai replied.

"Man, first lions an' now this?!" he finished.

"I know!" Shenzi said as she put her hand up to her forehead and leaned against the cave wall, her face had a look of disbelief on it.

"Well they may not be big and fat..." came a voice from behind them.

Shenzi and Banzai's eyes widened. They slowly turned around to see Ed and T already standing up and wide awake. They figured their shocked screaming must've woken them up. The two were also staring at them with hungry looks in their eyes.

"But I think they'll do. Whadda you think Ed?" T said as she looked at him. Ed laughed, but in a creepy tone, and licked his lips.

**(A/N **similar to the laugh he did at the end of the Lion King before all the hyenas chomped Scar to pieces)

Shenzi and Banzai nervously started to back away from them, but they tripped and fell on their backs; walking on two feet instead of four wasn't exactly easy to them. They quickly sat up but had to back away from the two without getting back up.

"Ed, T, don't look at us like that." they said nervously as they continued to try to back away from the two approaching hyenas.

But then the two meerkats felt their backs pressed up against the cave wall, Ed and T had them trapped. Shenzi and Banzai could feel themselves start to sweat as Ed and T got closer and closer.

Shenzi looked around trying to figure out how to get away. She saw something she and Banzai could do in a desperate attempt to escape, but it would be very risky. But when she saw how close Ed and T were now, she decided to go through with it.

And without a second thought she grabbed Banzai's hand as she stood up and made a mad dash between T's legs.

"What the-?" T said as she saw the two run underneath her.

Banzai was being dragged a bit for he was still surprised at Shenzi's actions, but after a few seconds he snapped out of it and ran along with her.

The two stopped when they reached the cliff outside the cave. Back when they were hyenas they usually went down a path on the left side of the cave's mouth, but that wasn't an option for Ed and T were blocking it off.

The looked down the edge, it looked steep but it was their only chance. They looked back and saw Ed and T running towards them now, and decided to go through with it.

They tightly grabbed onto each other's hand and jumped to the thin ledge. Then they clumsily tried to run down it, Ed and T right behind them.

They fell off the ledge but were near the bottom so the fall didn't hurt them, more like slowed them down. They quickly scrambled to their feet and started running again.

They glanced behind them and saw Ed and T gaining on them now. They looked up ahead and saw a den underneath a rock. They ran as fast as their new feet could carry them, and dived in the hole in the opening, which was too small for Ed or T to fit through.

They landed on their stomachs. Panting, they got to their hands and knees and looked behind them. Ed and T were clawing at the entrance, but they couldn't get through. Finally, the clawing stopped.

"Aw, well." they heard T say.

"Let's go back ta the cave. I'll bet wherever Shenzi and Banzai went to, they brought food back with 'em." she finished.

Then Shenzi and Banzai heard footsteps getting fainter and fainter. They sighed from relief when Ed and T were gone. Then both tried to get to their feet, but fell back down.

"Whoa!" they said before they came crashing to the floor, landing on their elbows.

They groaned in pain as they tried to get up, this time holding onto each other for support. When they got to their feet, and felt they could stand on their own, they slowly let go of each other.

Shenzi sighed as her back leaned against the rock wall behind her.

"First lions and now meerkats. What's next, a couple 'a smelly warthogs?" she said.

"Well, 'least we can't get any lower 'n this." Banzai said, talking about meerkats being very low on the foodchain.

"Bein' eaten by our best friends. Man, what a way ta go." he finished.

"Well I guess the only question is, where'da we go to now? It sure can't be home, Ed and T would eat us without a second thought." Shenzi said.

* * *

Shenzi and Banzai walked through the hot desert, not really having any idea of where they were going. The sun was bright and they could feel their fur growing hot under the blaze.

They were surprised they hadn't started panting right now, as that was the usual way hyenas tried to get cool. They noticed strange beads of some kind of liquid forming on their brows, they didn't know sweating was how meerkats cooled down. But the two began panting for breath, which only exhausted them.

They kept walking on though, miserable as they were. Until finally, their energy seemed to be completely wiped out from them, and they collapsed to the ground.

It wasn't long until a few vultures started circling overhead. Then they all started to swoop down to the ground a few feet away from the unconsious meerkats. They walked up to them and were about to rip them apart with their beaks until two cries rang out.

The vultures flew out of the way as fast as they could when a warthog with a meerkat riding on his back came speeding at them out of nowhere.

"Go on! Go on! Get outta here!" Timon said as he jumped off Pumbaa's back as Pumbaa kicked some buzzards out of the way.

Then the two friends burst out laughing.

"Wait'll we tell Simba that on our way ta see 'em we stopped for a short game 'a Bowling for Buzzards!" Timon said, laughing and dusting himself off.

"Uh oh." he heard Pumbaa say.

"Timon, I think you better come look. Looks like these are still alive." Pumbaa said.

"Eww." Timon cringed away.

He didn't exactly want to inspect some possibly dead things just before seeing Simba. In fact, he didn't exactly want to inspect some possibly dead things at all!

But he just went over to where Pumbaa was standing to ease his friend's concern.

"Alrighty." he said as he came over and looked at the things on the ground.

"Whadda we got here?" he said as he lifted Banzai's arm off of his face.

Timon gasped.

"Geez it's a meerkat!!" he said jumping up.

Then he looked at the other thing on the ground. He hesistated, then reluctantly went over to it. Now he _hoped_ the two weren't dead, seeing that they were meerkats.

Timon could tell these two weren't from around here, for they looked very different from him. Even though they had the same fur tone and were also as skinny as he was, instead of having the usual hair tone that ranged from blonde to dark red for the meerkats around here, the hair on top of their heads was black.

Timon slowly lifted up Shenzi's arm from her face, and his eyes widened. He couldn't take his eyes off her, Timon suddenly felt a strange emotion grow inside him as he looked at this female.

"Uh, Timon?" he heard Pumbaa say.

That snapped him out of it. He looked back at Pumbaa.

"We gotta find water, now!" he said.

Pumbaa nodded and scooped Banzai onto his snout, Timon put Shenzi's arm around his shoulders and the two went to find some water.

_A few minutes later..._

Timon and Pumbaa managed to find a small waterhole and laid Shenzi and Banzai on the ground underneath some shade from a nearby tree. Then Timon grabbed a large leaf and ran to the waterhole as fast as he could.

Awhile later he came back with the leaf completely full of water. He laid it beside Shenzi and Banzai and splashed the cool liquid on them. A few minutes after the cold water came in contact with their faces, Shenzi and Banzai started to moan as they regained consiousness.

Timon stopped splashing the water on them, and he and Pumbaa eagerly awaited for the two to wake up. Shenzi and Banzai slowly opened their eyes. The first thing they noticed was the water and shade on them, it seemed to be a relief in the dry desert.

They slowly sat up and looked around. Then they looked in front of them and their eyes widened when they saw Pumbaa.

"You guys ok?" they heard a voice to their left say.

They looked over and their eyes widened even more when they saw Timon.

"Are you two lost?" he said, reaching a hand over to Shenzi.

Shenzi's first instinct was to rip his head off, but she knew she couldn't do that in her present condition. Her second instinct, on the other hand, was to punch him in the face...and that's exactly what she did.

"Oof!" Timon said as her fist came in contact with his nose and he was sent sprawling to the ground.

He put a hand to the painful area on his face as he got up, by this time he could see the two meerkats standing up, and the female one hiding behind the male one.

The male had a look on his face like he was going to do worse to Timon than just one punch if he ever came near her again, so Timon just slowly walked around them until he got to Pumbaa.

For awhile, everybody was silent.

* * *

Same as always, three reviews for the next chapter! 


	3. Maritsa and Rico

Thanks for the reviews! On with the third chapter!

* * *

Timon was finally fed up with all the silence and spoke up.

"So uh, you two talk?" he said. Shenzi and Banzai didn't answer.

"Par le vu francais?" he said. Still they didn't answer.

**(A/N** I know there's an accent mark in francais, but I don't know how to put it up, sorry!)

"Habla espanol?" he said.

**(A/N **same as in the last one except replace francais with espanol)

"Your accent's terrible." Banzai said. Shenzi hit him in the arm.

"What?" he said, annoyed, looking at her while rubbing his arm in the place where she hit it.

"Oh, so ya do talk." Timon said.

"Yeah, we talk. What of it?" Shenzi said.

"Aw nothin' much." Timon said, inspecting his nails.

Then he looked at the two.

"It's just kinda odd how two meerkats are way out in the middle of the desert." he finished.

"You try and put your hands on me again and I'll tear your arm off." Shenzi threatened.

Timon suddenly went back to his old self when it came to females, and was a little annoyed now.

"Sorry. Just tryin' ta be a little friendly." he said.

"You wanna be friendly?" the two former hyenas said.

"Leave us alone." they finished as they walked past them.

When the two were small dots on the horizon and out of earshot, Timon spoke up again.

"Yeah, good ridance!" he said, turning his head away from their direction.

"Timon, I don't think it's a good idea to let those two wonder the desert all by themselves, they could get hurt." Pumbaa said.

"Hey, they said they wanted ta be alone. If they get hurt, it's their problem." Timon said.

"But we can't just let 'em go off like that, they might not even know where they're going." Pumbaa said.

Timon sighed.

"Alright, alright. If ya wanna check on 'em so bad, fine." he said, getting on Pumbaa's back.

"Let's go." Timon finished, tugging on Pumbaa's ears.

Pumbaa happily turned around and followed the two meerkats.

"Hey! Guys! Wait up!" Timon yelled.

"Now what?" the two said annoyedly as they turned around in Timon and Pumbaa's direction.

Then Timon and Pumbaa reached the two.

"Uh, not ta be meddling or anything, but this place is a little dangerous if ya aren't familiar with it." Timon said.

Shenzi and Banzai scoffed.

"We think we can take care of ourselves." they said as they turned around.

Timon quickly got off Pumbaa and blocked them from going any further.

"Would you move?!" the two, now mad, former hyenas said.

"First of all, ya mind tellin' me where you're goin'?" Timon asked them.

Shenzi and Banzai opened their mouths to say something, then grew silent, for they didn't exactly know.

"You two aren't exactly from around here, are ya?" Timon said.

"We've been around." they answered.

"How 'bout tellin' me where you're both from?" he said.

"That ain't any 'a _your_ business!" Shenzi said.

"Ok. Well, ya got any place ta stay?" Timon said.

Again, Shenzi and Banzai were silent.

"We did, _once_." they both said, annoyed.

"Good well I see you two are pretty much taken care of we'll just be going now." Timon said in one breath.

He started to walk off until Pumbaa stopped him.

"C'mon Timon. Anything we can do ta help?" Pumbaa asked them.

"No." Shenzi and Banzai answered and they walked past them again.

Pumbaa nudged Timon with his snout.

"What?" Timon said.

Pumbaa looked at the two leaving meerkats, then at him. After a while, Timon figured out what Pumbaa wanted. He let out a long sigh as he put his hand over his eyes.

"Brother." he muttered.

Then he took his hand off his eyes and ran up to the two meerkats again, with Pumbaa following.

"Y'know, it's good ta see you two have everything under control." he began.

Shenzi and Banzai looked beyond annoyed now.

"But y'know, ya ain't gonna get very far before nightfall. And who knows what kinda stuff you'll have to deal with then." he finished.

Shenzi and Banzai's eyes widened. They knew he was right, and the sun was already near the horizon. Finally, they looked at the meerkat and warthog.

"I suppose _you_ have a place for us to stay?" Shenzi said to Timon.

* * *

_A few minutes later..._

"I think you two'll like it at my place. Real homey like. Plus my Ma makes the best food ya ever tasted." Timon said as he and the other two were riding on Pumbaa's back to Timon's colony.

Shenzi and Banzai were completely miserable. First they turned into meerkats somehow overnight, then their best friends tried to eat them, now this stupid meerkat and warthog wouldn't leave them alone.

"By the way, I don't think we've been properly introduced." Timon said, then reached out his hand.

"Name's Timon. Full name: Timon Berkawitz." he said, hand still extended.

Shenzi and Banzai just looked at it, then at him. Timon put his hand back down.

"So uh, you two got names or what?" he said.

Shenzi and Banzai's eyes widened and their eyes darted back and forth.

"I'm uh-" they both said, trying to come up with names rather than their own.

_"Shenzi-Marie. Marie? Ugh, no I hate that name. Wait a minute..." _Shenzi thought in her head.

_"Ok uh, Miguel? No. Ramon? __**No.**__ Wait, I think I got it!"_ Banzai thought in his head.

"Maritsa/Rico." they said at the same time. **(A/N** pronounced Mah-reets-uh and Ree-koh)

Then Shenzi and Banzai looked at each other.

"Marista?/Rico?" they said, cocking an eyebrow at each other.

"Well, nice ta meet ya! This here's my buddy Pumbaa." Timon said.

"It's a pleasure." Pumbaa said politely.

Shenzi and Banzai rolled their eyes, they couldn't figure out when the two were more a pain: back when they were Simba and Nala, or now. Either way they couldn't eat them.

Suddenly, an idea popped into both of their heads. _Eat them_, that was perfect! They never could figure out where Timon and his family went off to after Scar's reign, and here they were leading them right to it!

And the minute they turned back into hyenas...

Shenzi and Banzai smirked at one another, maybe this could work to their advantage.

* * *

"Honey, I wasn't expecting you back until tomorrow." Timon's Ma said to him.

"Well, we _woulda_ came back tomorrow but we ran into a couple 'a foreigners along the way." Timon said.

Timon's Ma looked at Shenzi.

"Oh, who's this?" Ma said.

"Oh uh, this is Maritsa. And this here's Rico." Timon said.

"Hey." the two former hyenas said hardly waving, without any emotion, and without looking at her.

"I should probably go tell Simba one of us won't be able to make it. If I leave now I shouldn't be back _too_ late." Pumbaa said.

"Nah you just go ahead and spend the night. I'm gonna show these two around." Timon said.

"See ya tomorrow buddy." he finished as Pumbaa left.

Then Timon turned to Ma.

"Say Ma, we got any extra rooms lyin' around?" Timon said.

"Please, don't talk about lions." Shenzi and Banzai said, remembering that horrible week they unwillingly switched bodies with Simba and Nala.

"Hmm, I don't think so, honey. I think we're pretty much full. But I'm sure your guests wouldn't mind boarding with you for awhile. Just until we can scrape something up." she said.

Shenzi and Banzai's eyes widened.

"Well, I'll go see if we have any extra blankets." she said, walking off.

"Can't we just sleep outside?!" Shenzi said.

"Nonsense, no guests of my son are going to be sleeping out in the cold." Ma replied.

Shenzi looked at Banzai.

"You're the one sleepin' closest to 'im." she said.

_A few minutes later..._

"So, this is where I sleep. It's usually where _Pumbaa_ and I sleep but, I think it can fit it three meerkats." Timon said as the three walked to a patch of grass where he and Pumbaa usually slept.

The two former hyenas were carrying some leaves rolled up like sleeping bags under their arms. Shenzi and Banzai didn't say anything. Fed up with the silence once again, Timon spoke up.

"So uh, just pick a place anywhere ya like." he said.

Shenzi and Banzai looked down, then finally picked a couple of spots near each other. They laid the leaves down beside each other, but just far apart enough so it wouldn't look like they were sharing the same sleeping spot.

Shenzi was on the right and Banzai was on the left, the spot closest to Timon like Shenzi had said. But it wasn't too close, Timon's sleeping spot was on the other side of where they were sleeping, and Shenzi and Banzai were in the middle.

"Anyway, you two are gonna wanna get some sleep. We got a big day ahead of us tomorrow." Timon said as Shenzi pulled up her other leaf she was using for a blanket up to her stomach as she sat down on the leaf under her.

Shenzi looked down at Banzai, who already had his eyes closed and his other leaf he used for a blanket pulled up to his neck, lying down on his side but facing away from her.

Then Timon noticed some other things about these two new meerkats. He took a good look at the female. Most of the females in his colony had bright, shiny eyes. This one, on the other hand, had eyes that were hardly any different than his.

She was also the same height as Timon was. The male on the other hand was slightly taller than the both of them. Timon just pulled his leaf blanket up to his neck.

"Uh, good night Marista." he said quietly.

Shenzi meerly looked away as she laid down and pulled her leaf blanket up to her chin. She made no attempt to return his comment.

* * *

You know the drill. 3 reviews equals next chapter. 


	4. Old Memories Go Great With Old Friends

I didn't want to update until I had more reviews on this, but I was afraid you all had forgotten about it. smirks

But a warning: I'm standing firm from now on, no more new chapters until I see at least two reviews for the previous ones. I don't want to seem mean, I just wanna make sure my stories are being read. (And I like to get at least twice the reiviews of the chapters)

Anyway, enjoy!

* * *

It had been awhile for Shenzi to get comfortable in the new sleeping area, unlike Banzai who went out of consiousness the second he hit the ground. She tossed and turned on her leaf bed, her fur now a little messy, but after a minute or so she finally settled into a position on her back and drifted off.

_But only a few minutes later..._

"Wake up honey." came a sweet but unwanted voice.

Shenzi painfully and slowly opened her eyes, only to see Timon's mom smiling above her. Shenzi groaned as she sat up and rubbed her forehead with her hand.

"Have a nice nap?" Ma said.

"I've had better." Shenzi said.

"Well, maybe we can find someplace for you and your friend to stay tonight." Ma said.

Then she helped Shenzi up. Like Timon, Shenzi was taller than Ma.

"Your friend already left with my son a few minutes ago, he didn't wanna wake you." Ma said.

Shenzi could see why; back when they were hyenas, whenever Banzai woke Shenzi up, he was rewarded with a slap on the cheek or a punch in the nose.

"They should be near the border by now." Ma finished, pointing in the direction Timon and Banzai went a few minutes earlier.

Shenzi sleepily walked off, her arms hanging by her sides and her eyes half-open. After awhile she reached the two males, Timon looked like he was talking and she could see Banzai sitting on a rock, not really paying attention.

She decided to see how well she could walk on two feet now instead of her original four, and snuck up on them. She carefully worked her way past the tall grass until she was right behind Banzai, who was still staring off at the horizon.

She carefully crept up onto the rock Banzai was on, then as quickly as she could, shoved him off.

"Whoa!" Banzai said as he fell and hit the ground, landing on his stomach.

He got up on his hands and knees and angrily looked behind him to see who had the nerve. When he saw Shenzi he wasn't too surprised. Timon stopped talking when he heard Banzai falling, and looked behind him. He figured out what happened when he saw the two meerkats.

"Real funny." Banzai said sarcastically to Shenzi.

"Hey, I'm allowed ta have a little fun ain't I?" Shenzi said, smirking at him and standing on the rock.

Banzai didn't make another comment and just got to his feet then began dusting himself off. Timon cleared his throat.

"Well, good morning Maritsa. I was just tellin' your friend here that I'm gonna go ta Priderock ta visit a friend 'a mine. You two are more than welcome ta come but uh...how're you guys around lions?" Timon said.

Shenzi and Banzai just gave him a look; they knew he was talking about Simba, and they weren't scared of him, as hyenas or meerkats.

"We ain't scared 'a no lions." Shenzi said.

"Perfect! Well, I guess we're off." Timon said, and started to walk off.

But after a few steps he stopped after he realized Shenzi and Banzai weren't following him. He turned around.

"Y'know, it's either come ta Priderock with me, or spend the entire day with my relatives." he said.

Just then, they saw a few meerkats, carrying Iron Joe, walk by.

"Don't look away! Somebody's gotta protect us! Keep your eyes open! Somebody's gotta save us!" he said in a tone that was crazier than Ed's, then he just started crying as the meerkats took him away.

Timon smirked at Shenzi at Banzai, who just stood there for awhile.

* * *

"I think you two'll like Simba. He's a pretty swell guy." Timon said as he and the other two walked through the desert. 

"Who says 'swell' anymore?" Banzai whispered to Shenzi.

Suddenly, Timon stopped walking, and since Shenzi and Banzai weren't paying attention and were still walking, they bumped into him.

"Why are we stoppin'?" Shenzi said, sounding a little annoyed.

"Hey, check it out." Banzai said to her when he saw what Timon was looking at.

"What?" Shenzi said.

Banzai pointed in the direction Timon was staring in. After a few minutes of looking at it, Shenzi remembered where she had seen it from.

"My old home." Timon said.

This was the old, abandoned plot of land he and his colony lived before he brought them all to the oasis. Shenzi and Banzai remembered it as the place that had tons of meerkats just waiting to be munched on.

"Boy this takes me back." Timon said, then he grew silent.

"Much as I wish it didn't." he finished.

* * *

"You sure there's food around here?" T said to Ed as they walked to a dry plot of land, that looked like it had almost a hundred holes in it. 

Ed laughed in his gibberish language as he nodded his head.

"Alright." T said, but a little unsure.

* * *

"I remember one day awhile back. You're not gonna believe this, but three hyenas came here on that day!" Timon said as the three walked on the plot of land . 

"Really?" Shenzi and Banzai said sarcastically.

"Almost ate my uncle too." he finished.

"That guy was your uncle?" they said.

"Now I'm not gonna lie ta ya, we may see some predators along the way ta Priderock. But I think we'll all get through, if you two can answer me this question: What do we say, if we see a hyena?" Timon asked them.

"What's up?" they answered.

Suddenly, the two heard growling behind them. _Hungry growling_. The three slowly turned around and their eyes widened at what they saw.

T and Ed were snickering as they walked up to them.

"Hy- Hy-" Timon was so scared he could barely talk.

"Hey Ed, look. It's our old volleyball." T said looking at Timon, then looked at Shenzi and Banzai.

"And 'e brought a couple 'a spares with 'im." she finished.

Then T smacked Timon with her paw and Ed smacked Shenzi and Banzai with his.

"Ahh!" Timon said on impact.

"Ugh!" Shenzi and Banzai said as Ed whacked them.

The three were sent rolling a few feet. Timon landed on Shenzi and Banzai.

"Ow! Ok." he said.

"Get off me!" Shenzi and Banzai said as they shoved him off them.

Then the three looked up when they saw T and Ed getting closer.

"Run for your lives!" Timon yelled and the three immediately began running in circles.

Ed laughed as he and T watched them madly try to get away. By accident, Timon smacked into Shenzi and Banzai, sending them onto T and Ed's muzzles.

Shenzi and Banzai looked terrified as they saw T smirk and Ed get a hungry look in his eye. Then the two were nearly eaten when Ed and T quickly opened their mouths wide and snapped at them.

Shenzi and Banzai jumped back at the last minute and ran for their lives. Ed and T ran after them and stopped when they reached up ahead, then turned around to face them.

Timon quickly dove into a hole in between Ed's feet. Ed and T looked surprised but then Ed just laughed evilly when he blocked the hole with his paws as Shenzi and Banzai ran up to them.

They screeched to a halt in front of Ed and T. Ed laughed more while T got a hungry-looking grin on her face.

* * *

"Marista? Rico?" Timon said as he looked around the tunnel. 

He poked his head through the ground and gasped at what he saw. Ed and T were gaining on Shenzi and Banzai, who were running away from them as fast as their two legs could carry them.

He could see Ed and T snapping at them, Shenzi and Banzai dodging their sharp teeth and trying everything they could to get away from them.

Timon quickly tucked his head back in when he saw them coming. Finally, Shenzi and Banzai dove into the hole Timon was in. Timon saw Maritsa and Rico fall through, gasping for breath.

He didn't know what made them out of breath more; being chased all over the place, or being traumatized from almost being eaten. Suddenly, the three felt something on their fur.

"Huh?" the three said when they saw it was dirt, falling from above them.

They looked up and their eyes widened when they saw Ed and T digging at the dirt with their sharp claws, trying to get at them.

"I really hope I remember how ta do this!" Timon said as Shenzi and Banzai quickly go to their feet, then he started digging a hole in the floor.

Shenzi and Banzai focused their attention on Ed and T. Shenzi screamed when the ceiling collapsed but Banzai and Timon pulled her into the hole Timon managed to make in a panic-driven effort.

Timon dug as fast as he could. Shenzi and Banzai were back-to-back to him, facing Ed and T, who were still digging. The two former hyenas thought of something they could to get away from them.

"I really hate ta do this T/Ed." Shenzi and Banzai said.

Then they both kicked T and Ed in the faces. Shenzi stomped T in the place where her cut used to be **(A/N **see my story "All Switched Up!").

And Banzai stomped Ed on his nose where he spat some thorns at him when they failed to kill Simba awhile back.

Both hyenas gasped as they quickly brought their heads back up, then Ed and T yowled in pain.

Timon stopped digging and looked up when he heard them. Ed and T walked a few steps away from the hole, the pain of their old injuries returning, and the three meerkats used this as their opportunity to escape.

They quickly ran out of the hole and away from the two hyenas. But when they were a safe distance away, Shenzi and Banzai slowly turned around. They hoped they hadn't hurt Ed or T too much. Timon looked appalled when he saw them both stop.

"Whaddya doing?!!" he said as he ran over to them.

"C'mon, we gotta get outta here!" he said, tugging on them.

After a few more seconds of looking back at their two friends, Shenzi and Banzai reluctantly turned around and walked away with Timon.

* * *

Timon lay near a waterhole with Shenzi and Banzai along with him. 

"I think we'll just stay here until Pumbaa comes with Simba. I dunno about you two, but I don't plan on moving from here for a long while." Timon said, a relaxed smile on his face.

Shenzi and Banzai didn't make any attempt to argue, since becoming meerkats, this was the most relaxation they had. Shenzi let out a small sigh though; she didn't like hurting Ed and T just so they could get away from them, especially in such weak areas on their faces. Banzai patted her on the back.

Then the three just laid down on the bank near the waterhole.

But suddenly the peace was disrupted when a huge roar rang out through the savanna.

**"ROAR!!!!!!!!"**

* * *

Uh oh, what's gonna happen? Three reviews and you'll find out! 


	5. Who's the Vicious Carnivore Now?

Thank you for the reviews! Now you'll see what happens and who roared. But another warning: if you weren't fond of the TV series, I don't recommend this chapter.

* * *

"AHHHHHHHHHHHHHHH!!!" the three screamed. They were so scared they jumped high enough to grab onto a tree limb above the waterhole and hang on for dear life. 

But then they were confused when they heard two voices laughing below them. They looked down and saw Simba and Pumbaa. Then the three looked annoyed.

But Shenzi and Banzai didn't dare climb down until Timon went down himself. After a few seconds they slid down the trunk and walked up to the laughing warthog and lion.

"Yeah yeah yeah, real funny." Timon said sarcastically.

"Pardon me but I didn't know it was scare the hairs off the meerkats day." he finished.

"Meer_kats_?" Simba said.

"Oh uh, where're my manners? Simba, this is Maritsa and Rico. I'm sure Pumbaa's already told you about 'em." Timon said.

"Oh yeah. Nice ta meet ya. You can call me Simba." Simba said, reaching his paw out to Shenzi and Banzai, which from their point of view, looked pretty big. _Especially the claws. _

"Uh, hi." they both said, shaking two different claws on Simba's paw, too busy looking at it to look at him, then letting go.

"Anyways, what's the big idea scaring the livin' daylights outta me in the middle of the day?" Timon said, returning back to the subject he was talking about earlier.

"Oh c'mon Timon, it _was_ pretty funny." Simba said, his teeth in front of the three meerkats.

"Yeah. Well, ya mind pointin' those thangs in the other direction before ya put someone's eye out?" Shenzi said, pushing Simba's jaw away with her index finger.

"No problem." Simba said, but to Timon, Simba sounded like he had a tone of mischief in his voice.

Then the three saw Simba and Pumbaa jump into the waterhole, making a huge splash which immediately washed up on all three of them. Timon, Shenzi, and Banzai were completely soaked.

Timon and Banzai were dripping wet and Shenzi's hair was matted in front of her eyes, she pushed it away to reveal a very annoyed expression on her face. The other two looked just as annoyed. Then the three started to walk away, hearing Simba and Pumbaa laughing and splashing around the whole time.

"Yeah, yeah, yeah." Timon said as he wrung the water out of his tail.

"When's he gonna act his age?!" he finished, talking about Simba.

"Probably never." Shenzi and Banzai answered.

The three continued to walk on until Timon tripped on something. He got back up and rubbed his head, more annoyed than in pain. Then the three looked down to see what he tripped over.

Timon gasped, Shenzi and Banzai looked a little surprised, but they weren't scared. Underneath Timon's leg was a shin bone of a wilderbeast's skeleton. Then they all saw Pumbaa walk up.

"Hey Timon, Marista, Rico. Whatcha doin'?" he said.

"Pumbaa! Do you see what I see?" Timon said, pointing at the skeleton.

"What is it? Some kind of plant?" Pumbaa said.

"That's no plant Pumbaa! That's what your insides look like without your outsides on 'em!" Timon said frightened.

"Well, what're these insides, doin' without their outsides?" Pumbaa said.

"Hm. Looks to me like somebody musta been hungry." Banzai said.

"Looks ta me like some kinda _lion_ musta been hungry." Shenzi said.

"But the only lion around here is Simba." Pumbaa said.

Shenzi smirked at him. After a few minutes, Timon and Pumbaa's eyes widened when they realized what she was talking about.

"You're sayin' that this little piece 'a work was caused by that guy over there?" Timon said, pointing at the skeleton then pointing his thumb to Simba a few feet away.

"Boy, you catch on fast, doncha?" Shenzi said sarcastically.

Timon and Pumbaa looked at each other for awhile, then burst out laughing. They held onto their stomachs as they rolled on the ground.

"Simba? Eat meat?" Timon said, laughing so hard his ribs were starting to hurt.

Finally, Timon and Pumbaa calmed down.

"Well look at 'im, you don't think boy got that big eatin' ladybugs and buttahflies?" Shenzi said.

"For all you know he could be sneakin' a few antelopes on the side." Banzai said.

"Simba eats bugs. That's all he's ever eaten." Pumbaa said.

"Hey, we're just tellin' ya the facts. You don't like it, don't believe it. But we're gettin' outta here before that boy turns us inta lunch." Shenzi said as she and Banzai started to walk away.

Then Shenzi and Banzai realized something: they hadn't eaten in two days. But then they calmed down, they knew sooner or later Timon would take them back to his colony and the second they turned back into hyenas they'd have an all-you-can-eat meerkat buffet.

By this time Timon looked a little paranoid. What if Maritsa and Rico were right? What if Simba really did eat that animal? He ran up to catch up with them.

"Wait! You two sure he was the one who ate that?" Timon asked them.

"All we're sayin' is that there's no way a lion could get that big eatin' bugs and bugs alone." Shenzi said.

Timon walked back to Pumbaa.

"Pumbaa, what if they're right? What if Simba really did go carnivore on us?" Timon whispered to him.

Pumbaa gasped.

"Timon." he said, sounding disappointed.

"Simba's our friend. And even if he _was_ a carnivore, do you really think he'd eat us?" Pumbaa finished.

"You two, us, and any other meat that's around here." Shenzi said.

"Well there's only one way ta find out. We gotta go through Simba's belongings ta see if he really is turning into a vicious meat-eater." Timon said.

"I've seen the guy's belongings, there ain't much ta look at." Banzai said.

"What about cooking and eating utensils?" Timon said.

"Honey, believe us that's the first place we looked." Shenzi said.

For awhile, Timon and Pumbaa were silent.

"How do you two know so much about carnivores?" Timon finally said.

Shenzi and Banzai's eyes widened.

"Yeah, and how could you have gone through Simba's belongings, when the both of you are new here?" Pumbaa said.

"Uh...uh..." they tried to come up with an explaination.

"Hey guys, whatcha doin'?" Simba said, coming over to them.

Shenzi and Banzai let out sighs of relief; for once, they were glad to see Simba.

"Us? Uh, we were just uh, talkin' about meerkat stuff. Y'know me, Maritsa, Rico." Timon said.

Then Timon thought up an idea to get Simba to leave them for awhile.

"Say uh Simba, did you know there's a um...a free bug buffet down by the waterfall?!" Timon lied.

"A free bug buffet?" Simba said.

"Yeah, but ya better get there quick before they run outta the crawly ones!" Timon said.

"Oh come on, there ain't no way he's gonna-" Shenzi and Banzai were going to say 'fall for that' until Simba cut them off.

"Well, ok then." he said, then ran off towards the waterfall.

Shenzi and Banzai didn't know what to say, their mouths were wide open.

"He actually fell for it?" they said.

"C'mon!" Timon said, grabbing onto their arms.

"If we wanna find out if 'e's a carnivore or not, we gotta do it before 'e gets back!" he finished, leading them to where Simba kept his belongings.

* * *

Shenzi, Banzai, and Pumbaa watched as Simba's belongings were flung all over the place. Timon was going through one of Simba's sock drawers, and digging through whatever he could find. 

"A-Ha!" he said.

The other three turned in his direction.

"Timon, this doesn't feel right." Pumbaa said.

"You wanna find out if Simba's a carnivore or not?" Timon said, pulling something out of the drawer.

"Simba is an insectivore just like you and me." Pumbaa said.

"Oh yeah?" Timon said.

"Then what's this?!" he finished, showing him a bowl.

"Uh, that's a bowl Timon." Pumbaa said.

"Oh yeah? But look!" he said, grabbing onto Shenzi and Banzai and making them step into the bowl with him.

It was a little snug, but they all fit.

"It's just big enough for three meerkats!" he said.

Shenzi and Banzai cocked an eyebrow at the bowl when they realized he was right, but didn't really take themselves seriously when they said Simba went carnivore. Or did they?

"And look!" Timon said as he jumped out of the bowl.

Pumbaa looked skeptical, the other two watched as Timon dug through Simba's sock drawer again.

"An oven mit so 'e can safely handle three piping-hot meerkats!" he said, taking out a mitten used for the winter.

"An' look!" he said again, digging through the sock drawer once again.

"A timer so 'e knows how long to cook three meerkats!" Timon said, taking out a wristwatch.

Shenzi and Banzai became a little wary, but then just told themselves the meerkat was being paranoid. They'd seen Timon accidentally get sent into Simba's mouth sometimes, but he always spit Timon back out. They were brought out of thought when they heard Pumbaa say something.

"Uh, Timon." Pumbaa said.

"Yes Pumbaa?" Timon said.

"Simba's coming back." Pumbaa said.

Timon panicked and quickly but sloppily put everything back in Simba's sock drawer. The other three could see Simba getting closer. Just as Timon was putting the last of Simba's belongings into the drawer, Shenzi and Banzai quickly ran up to him and shoved into him, so the drawer would be shut when Simba reached them.

Unfortunately though, Pumbaa decided to help too and rammed into the three to _make sure_ the drawer would be shut. It did, but Pumbaa managed to flaten Timon, Shenzi, and Banzai against it. But then Shenzi and Banzai quickly got out of the way just as Simba got to them.

"Timon." Simba said.

Timon quickly turned around to face him and smiled nervously.

"I didn't see any free bug buffet. I think you just wanted me to leave so you could uh...go through my stuff?" Simba finished.

"Oh, uh, well, you know those things; the minute they run outta the crunchy ones, it's over." Timon said.

Simba was still unsure though.

"Right." he said, turning in another direction.

_That night..._

"You think they really believed us when we said kingy went carnivore?" Banzai said, lying down on a leaf he'd be sleeping on as Shenzi rolled out hers.

He and Shenzi were settling down a few feet away from where Simba would be sleeping, Timon would join them later on, and Pumbaa would settle down between them and Simba.

"Who cares?" Shenzi scoffed as she finished rolling out her leaf.

Then she laid down on it and looked up at the sky, which was starting to turn purple. Shenzi and Banzai's stomachs growled.

"Man, can you remember the last time we ate?" Banzai said.

Shenzi rolled onto her side, facing away from him.

"It's best not ta think about it. 'Cause you don't wanna know what meerkats eat when they're hungry." she said.

"Bugs?" Banzai said, sitting up.

Shenzi looked back at him.

"You wanna eat bugs?" she said.

At this, Banzai's eyes widened and he lied back down. Then the two former hyenas saw Timon coming over. To their right, they saw Simba and Pumbaa settle down to go to sleep.

"Look, I know back from wherever you both came, lions eat meerkats. But this guy, he's an insectivore just like you two and me." Timon said.

Shenzi and Banzai made disgusted faces as they looked away for a minute, then turned back to face him.

"Yeah, we were just pullin' your leg. We know kingy's not gonna eat anybody." Shenzi said, folding her arms behind her and using them as a pillow for her head.

"Good. Well, see ya in the mornin'!" Timon finished, laying down on a leaf he rolled out for himself.

Soon, everybody was asleep. ...Well, _almost_ everybody.

Shenzi's eyes were clearly bloodshot as she heard the four snoring males around her. She tried all she could to block it out, but had no choice other than to deal with it and maybe try to get some sleep in the afternoon.

But then she decided she could at least shut up the two males she was in between. She turned on her side towards Banzai and tried to turn him over, she did the same with Timon. But all she did was wake them up.

Banzai and Timon yawned as they sat up.

"Morning already?" Timon said, half asleep, eyes not completely open.

Banzai looked around and realized it was still dark. He cocked an eyebrow at Shenzi. But then, the three heard somebody talking in their sleep. They looked over to where Simba and Pumbaa were sleeping and saw it was Simba.

The words were barely eligible at first. But then, everybody's heart started racing as they began to understand what Simba was saying.

"----meat, meat, meat, meat, meat,----meat, meat, meat, meat, meat,----meat, meat, meat, meat, meat." he said in between snores.

Timon, Shenzi, and Banzai's eyes widened, their teeth started chattering, and they shivered in complete terror.

* * *

Two Reviews for the next chapter! 


	6. Jackal Food

Thanks for the reviews!

* * *

Pumbaa was snoring just as deeply as he had when he fell asleep, failing to notice that Simba was talking in his sleep or what he was saying for that matter. But even if he had he wouldn't think much of it. 

Suddenly, he felt something wriggling under his chin. He snorted in the middle of his snoring, then slowly opened his eyes as he lifted his head up. He looked down and saw Timon, Pumbaa cocked an eyebrow at him.

"Timon." Pumbaa said.

"What are you doing?" he finished.

"What's it look like I'm doing? I'm tryin' ta get away from the vicious carnivore that's sleepin' right next to us!" Timon replied.

Pumbaa looked around.

"Where are Maritsa and Rico?" he asked.

Timon just pointed up in the air. Pumbaa looked above them and saw the two sleeping on a treebranch. Rico was sleeping on his back and Maritsa was facing away from him on her side.

Pumbaa looked skeptical, he knew Simba wasn't a carnivore. And he wasn't angry with Maritsa or Rico; he knew they were new and that it wasn't everyday you came along a lion that didn't eat meat.

But he was disappointed in Timon; Timon knew Simba since Simba was a lion cub, and here he was thinking Simba turned into a meat-eater. And to show he was disappointed, Pumbaa gave Timon a look. Timon eye's shifted left to right.

"I should probably go wake up Maritsa and Rico." he said, then quickly ran out of Pumbaa's hooves and scurried up the tree.

Pumbaa watched Timon until he disappeared behind some leaves, then Pumbaa got up and stretched out a bit. Then he walked over to Simba, who was still sleeping.

"Oh Simba." Pumbaa said, trying to wake him up.

* * *

Meanwhile, Timon had reached the branch Maritsa and Rico were on. 

"Hey guys." he said, waving his hand in front of their faces.

"Rise an' shine, while the carnivore's still sleeping." he finished.

Shenzi and Banzai groaned as they sat up, then slowly opened their eyes. They both yawned. Shenzi, forgetting that she and Banzai went down a few rankings in the food chain a few nights ago, took one look at Timon and spoke up.

"Honey, I think the _only_ carnivores you have to worry about are-" Shenzi stopped talking when everybody heard a sound like wood cracking.

* * *

Simba yawned as he lifted his head up from his paws. He smiled at Pumbaa, who smiled back. 

"Have a nice sleep?" Pumbaa asked him as Simba stretched out.

Simba sighed from relief after the stretch as he got to his feet.

"Yeah." he said, then yawned again, opening his mouth wide.

Pumbaa smiled but perked his ears up when he heard what sounded like three screams, strangely getting louder. Simba heard it too, but just yawned again, his mouth was wide open. Then right after he closed his mouth, Simba felt something in between his teeth.

Pumbaa looked at Simba, who looked like he had a mouthful. Then the two heard muffled voices from out of nowhere. They looked at each other, then Simba spat out whatever was in his mouth.

And out came Timon, Maritsa, and Rico. Simba looked surprised, but Pumbaa looked satisfied; he knew Simba wasn't a carnivore, and now the other three would believe him. Timon, Shenzi, and Banzai were covered in a sticky, wet, goop.

"Ugh, I'm covered in lion spit." said Shenzi and Banzai said annoyedly.

Timon made a disgusted face as he looked at himself.

"Yech!" he said as he got up and _tried_ to clean himself off.

"Sorry guys." Simba said, looking a little embarrased.

The three meerly gave him a look, and tried to get the distgusting goop out of their fur; though it wasn't easy because it was sticky. Simba left to go get breakfast. Then Pumbaa turned to the three meerkats.

"Ya see? Now what did I tell you? Simba isn't a carnivore, and no matter what he'll always stick by us." he said.

"Yeah? Well if this gunk doesn't come off, I don't think stickin' by _anything's_ gonna be a problem." Timon said, then tripped and fell on Shenzi and Banzai. He tried to pry himself off, but it didn't work.

Shenzi and Banzai just shoved him off, using one hand each, without a problem. But then, due to being beside each other, saw their other arms were stuck together.

"What's his spit made of, glue?" Shenzi said, then she and Banzai tried to pry themselves off each other.

But ended up smacking into each other, the front part of themselves stuck to each other now. They tried again, but ended up smacking into each other again, only this time their sides were stuck to each other's.

"Here, lemme help." Timon said as he came over to them.

Then he pulled on one of Shenzi's arms as Banzai tried to pull away from her. Shenzi looked like her regular self but then all three of them smacked into each other. Banzai's face was stuck to the back of Shenzi's head and Timon's nose was pressed up right against Shenzi's. She glared at him and he smiled nervously.

"Ok, let's try again." he said with difficulty, for he and Shenzi's faces pressed together made it hard to talk.

Then the three pulled away again, Shenzi looked like she was in pain for her fur was being tugged at as Timon and Banzai tried to pull away from her. But the three just ended up smacking against each other again. Pumbaa decided to do something about it before things got more difficult.

"Uh, why not just wash it off in the waterhole?" he said, then looked over at the waterhole a few feet away.

The three looked over, which took a lot of effort, and saw it too. They tried to walk over to it but ended up falling face-first into the dirt, and ended up getting coated with it as well. Pumbaa came over and scooped the three tangled up meerkats onto his snout, then walked over to the waterhole and dumped them in it.

Timon and Banzai came up gasping for breath and coughing. Then Banzai saw a stick coming out of the water. Then he saw it move through the water and go through some blades of grass to the other side of them. He followed it until a hand suddenly popped in front of his face from the grass.

"Hey hey hey! Women only." came a voice that sounded like Shenzi's.

Banzai looked puzzled but just looked up and shrugged his shoulders, then went back to the what he guessed was the 'Men only' side of the waterhole to clean up. Timon was already scrubbing his head trying to get Simba's saliva out of his hair.

"I'm gonna be smellin' like lion breath for a week." Banzai grumbled as he madly scrubbed his arms.

"Yeah? 'Least you didn't have ta deal with 'em when 'e was a kid." Timon said.

Banzai just gave him a look.

* * *

Shenzi came out of the waterhole drying herself off with a leaf-towel, sighing out of relief from finally getting herself cleaned off. She looked around to make sure none of the males were around, then just threw the leaf aside. Then she walked a bit through the fields, letting her fur get aired out. 

To pass the time she thought about how she and Banzai would munch down on that meerkat colony once they were hyenas again. Maybe they'd even bring Ed and T along.

She smirked to herself at this happy thought. But then she stopped when she heard low growling. She slowly looked behind her and her eyes widened.

* * *

Meanwhile, Banzai finally got all the lion slobber out of his fur. He was about to get out of the waterhole but then decided to stick around a while longer. He knew how long it usually took Shenzi to bathe; how females could take so long doing one thing as simple as taking a bath was a mystery to him. 

He took a look at the cool water beneath him, then just fell in it on his back, and relaxed. He floated around for a bit, but then he heard something not far off, something familiar.

"Ahhhhhhhhhhhhhhhhhhhhhhhh!!!!"

"Shenzi?" he said as he quickly sat up in the water.

"Ahhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhh!!!"

"Shenzi!" he said then quickly got up and ran to find her.

Timon, who wasn't far away, also heard the screaming and ran to find "Maritsa", failing to hear Banzai call her Shenzi.

* * *

Meanwhile, Shenzi was trying to get away from the predator that was going after her. She had to push back some tall grass that was in her way, which slowed her down a bit. But then, she felt a sharp, cutting pain on the end of her tail and she tripped and fell over on her stomach. 

Shenzi quickly turned to face her attacker, who had her sitting on the ground, unable to get up. But then Banzai came out of nowhere and ran over to her.

"Shenzi!" he said when he reached her, and kneeled beside her.

Timon ran out from some grass nearby and over to the two. The three meerkats looked up and saw a very hungry looking jackal. Then Timon and Banzai quickly grabbed Shenzi's hands and ran as fast as they could, Timon holding her left hand, Banzai holding her right.

Shenzi was being dragged behind for a bit, but once she got her footing she ran with them. But suddenly the three felt the wind knocked out of them when a paw came smacking into them, and all three meerkats were sent straight into the side of a fallen log.

The three tried to bring their eyes into focus and could see the jackal closing in on them. Timon and Banzai tried to look brave and stood their ground in front of Shenzi.

The jackal slowly crept up to them. Banzai helped Shenzi get up to her feet. Shenzi hid behind him, which she hated to do, she was hardly ever scared but for some reason right now being behind Banzai made her feel a little safer.

Banzai noticed Shenzi's hand was on his shoulder but didn't think much of it. Then he and Timon looked at the jackal that looked like it was getting ready to pounce. The three shut their eyes tight as they waited to be ripped apart.

But suddenly, they heard a roar and opened their eyes to see a gold blur ram into the jackal. The three looked over and saw Simba fighting it. Then they saw Pumbaa run over to them.

"Go for the eyes! No, go for the neck! No, go for the head!" Timon yelled, trying to help Simba.

From Shenzi and Banzai's point of view though, Simba didn't look like he really needed any help at all. That jackal was getting his tail kicked.

But then the two former hyenas looked mad; Simba was really being violent with that canine, a canine with features that weren't that all different from a hyena's.

Timon looked over at Maritsa and Rico and was puzzled when he saw the two looking so mad.

"What's the matter with you two?" he said.

Then he looked over when everybody heard a yelp of pain, Shenzi and Banzai's eyes narrowed angrily. Then everybody saw the jackal running away from Simba. Simba roared in the jackal's direction, then turned around to the three meerkats and warthog.

Shenzi and Banzai could hear him panting for breath.

_"So that jackal tired him out huh? Well I wonder how he'd be able to fight a couple of hyenas at once."_ they thought.

Actually Simba was barely tired from fighting that jackal at all. It was worrying about Timon the whole time that caused him to be out of breath.

"Are you guys ok?" he said, still slightly panting.

Shenzi and Banzai didn't say anything, they still looked mad.

"Yeah, but a couple 'a more seconds and we woulda been jackal food." Timon said.

Shenzi began walking away.

"Hey where ya goin'?" Timon and Banzai said.

"Wherever I wanna." Shenzi replied with attitude and walked off.

* * *

Two reviews. 


	7. Timon in Love, Again

Ok, this is probably a chapter a lot of readers have been waiting for.

Ya see, I've been gettin' reviews about Timon liking the meerkat Shenzi. And well, you all were right.

Anyway, this is what this chapter's about. The title's based on a title from the series, that's why it says 'Again' on it.

Thanks for the reviews and enjoy!

* * *

Shenzi let out a sigh as she lounged against the side of the hot spring she was in. 

**(A/N **Like the one Timon, Pumbaa and Simba were in except without the "bubbles")

She had a lot on her mind, some of it not about her and Banzai being brought down in the foodchain. She was also still angry with Simba; not for beating up that jackal, actually it was more like _how_ he beat it up. The poor animal didn't stand a chance.

Why did Simba have to beat up an animal that so closely resembled her and Banzai? Was he trying to vent out some anger from the other day? She even wondered if he was pretending it was a hyena so the blows would be more effective. All Simba had to do was roar and it'd scare that jackal off no problem. But no, he chose to fight it.

Plus, she couldn't help but notice that meerkat kept giving her strange looks. It was like he was staring right through her. She started to feel a little uncomfortable thinking about it, but then just shook it off. She could take him down easily if he tried anything on her, plus Banzai wouldn't dare let him go near her.

Shenzi's head started to hurt from all the thinking she was doing. It was times like these she envied Banzai and Ed; they didn't really have to do any thinking at all. That is, if they _did_ do any thinking at all. The hot spring helped a bit, the steam felt very relaxing and the warm water eased her nerves.

Suddenly, she heard a splash next to her. She looked to her left to see Banzai coming up from the water and lay back on a side of the hot spring next to her.

"Oh it's you." she said.

"Who were ya expectin'? The pervert?" Banzai said.

"Eh, kinda." Shenzi replied.

The two were quiet for awhile until Shenzi spoke up again.

"So, where's kingy and the other two?" she said.

"Kingy and the pervert are out lookin' for bugs, they expect us ta eat, and I ain't seen the pig in awhile." Banzai replied.

"They call me, MR. PIG!" came a voice from behind them.

Shenzi and Banzai's eyes widened; they remembered what happened to them the last time they heard that.

"DUCK!!!!" they yelled and quickly dove under the water.

They stayed under for awhile, until their lungs hurt from lack of air. Then the two burst out of the water, gasping for breath. They looked up and could see Pumbaa plus Timon and Simba.

"I think you might've startled 'em Pumbaa." Simba said, laughing a bit.

Pumbaa looked a little embarrased, he forgot they were new the second Rico brought out the word 'pig'.

"Sorry." Pumbaa said.

The two sat up a bit in the water but when Shenzi saw Timon she quickly brought herself back down in it, just deep enough to below her nose.

"Mind if we join ya?" Timon said.

Shenzi said yes under the water, but it was muffled out by it as well. Banzai looked up at the three but after remembering what Simba did to that jackal he knew there was no way he was going to make him mad.

"Uh, yeah no problem." he said.

Shenzi looked surprised but then gave Banzai an angry look. Then the other three came in and the two swam to the other side of the hot spring. Shenzi let herself sit up to her neck, she still looked angry at Banzai but then remembered Timon was there. She decided to make herself scarce.

Shenzi let out a fake yawn.

"Y'know, all of a sudden I'm feelin' tired." she said, then turned around to the bank of the hot spring.

"I think I'm just gonna hit the hay." she finished as she climbed out and left the four males.

Banzai knew the only reason she left was because Timon was there and he didn't blame her. But made up his mind that the minute Timon left the hot spring Banzai would go looking for her and make sure he got to her first before Timon did.

But then Banzai looked up at the sky and noticed it was getting late. And then he realized that he was really tired, and right now all he wanted to do was get some sleep. His eyelids started to get heavy, Simba saw this.

"Ya ok there Rico?" he said.

Banzai yawned and stretched out a bit.

"Now that ya mention it, I'm a little wiped out m'self." he said, rubbing the back of his neck.

"I'll just go hit the sack now." he finished as he climbed out of the hot spring.

After he left, Simba looked at Timon.

"Timon." he said.

"Yeah?" Timon said.

"That girl meerkat Maritsa, you wouldn't happen to like her now, would ya?" he asked him.

"Sure I do. I like her, just like I like you and Pumbaa." he said.

"Timon, I don't think that's what 'e meant." Pumbaa said.

Timon looked at the lion and warthog that were staring at him right now.

"What?" he said.

"What I mean is, do you love her?" Simba said.

Timon's eyes widened, but then he tried to shake them off with a fake laugh. When he realized the two weren't buying it, he got a look of defeat on his face. He scoffed.

"I dunno." he said.

"Well, why don't you tell her?" Simba and Pumbaa said.

"Are you two nuts?! Oh sure, gettin' girls might be easy for you Simba, but we can't all be Casanova's!" Timon said.

"Plus, she's been givin' me the evil eye ever since we met 'er!" he finished.

"Well, maybe that's because you've been looking at _her_ strangely for the past few days." Pumbaa said.

"No I haven't." Timon said.

"Uh, you kinda have." Simba said.

Timon was quiet for awhile, then sighed.

"Howddya tell a girl that you're in love with her?" he said.

"Well, you could get 'er a present to brake the ice." Pumbaa suggested.

"But I'm the only one here who hasn't been in love so maybe you shouldn't take the advice I have to give." he finished.

"You could go find her and start to talk then see where that leads to." Simba suggested.

"Well what if she doesn't love me back?" Timon said.

Simba and Pumbaa were quiet.

"Then we'll be right here for ya buddy." Pumbaa finally said.

Timon looked to where Maritsa had left a few minutes ago. After a minute he sighed.

"Well, here's goes nothin'." he said, and walked out of the hot spring, then went to find her.

"Timon and Maritsa. That sounds nice." Pumbaa said.

* * *

Thinking she couldn't possibly be found by anybody, Shenzi sat down near the rocky bank of a creek she snuck off to. By this time it was very late in the evening, the whole sky was a light purple. Shenzi started to ease up her guard until she heard a very unwanted voice. 

"Maritsa?"

Shenzi cringed and slowly and annoyedly turned around to see Timon standing a few feet away from her. Her eyes shifted left to right, either to see if Banzai was anywhere around, or to find a quick escape route.

Timon warily took a few steps toward her. Shenzi put her guard up just in case any funny business went on.

"It's a, nice night out isn't it?" Timon said with a nervous smile on his face.

Shenzi didn't say anything, she still looked annoyed.

"So uh, where's Rico?" Timon asked.

Shenzi didn't know where Banzai was, but she didn't want Timon to know that for she thought Timon had something planned for her. Timon nervously laughed a bit when she didn't answer.

"Not exactly the talky type are ya?" he said.

"Whadda you want?" she asked, trying to sound intimidating, she hoped it was working.

Timon felt a little uncomfortable and decided to speak up before he got another punch in the nose.

"I just wanted to um, talk to another meerkat for a change. Y'know I got tired of talkin' ta Pumbaa and Simba and since I couldn't find Rico..." he trailed off.

"And uh, I just happened ta stumble upon you." he finished.

Shenzi couldn't believe this; she was actually afraid of a meerkat?! She was a hyena, she ate guys like Timon for breakfast, literally.

"Could I ask you something?" Timon said.

_"Better not be another marriage proposal."_ Shenzi thought in her head.

"Hurry it up so I don't get bored." she said.

Timon didn't hesistate to oblige.

"Maritsa, think you'll ever uh, y'know, wanna meet a nice meerkat guy an' settle down n' everything?" he said.

"No." Shenzi strongly answered.

Timon gave it another shot.

"Well what if ya met this guy who practically kissed the ground you walked on?" he said.

"I'd bite his head off." Shenzi said.

Timon looked a little saddened. To Shenzi, he looked pretty pathetic. But she decided to let her guard down, seeing that Timon only wanted to talk.

"Well, whadda ya like in a guy?" Timon said.

"Honey, I can tell ya this right now, none of the thangs I like in a boy are associated with you." Shenzi said.

Timon looked depressed now. Shenzi took a look at him, and to her he looked a little pitiful. But then she quickly snapped herself out of it, she didn't need to feel sorry for guys like Timon.

"So uh, how exactly do ya know Rico? Is he your brother, your friend, what?" Timon said.

Shenzi sighed.

"He's a friend of mine. We go way back." she said.

Then she took another look at him, Timon was just looking down at his feet. Now she felt completely sorry for the guy, even though she hated herself for it.

"Look, let's just say I'm not your type." she said.

"I've heard that before." Timon quietly mumbled.

"Yeah well, with you an' me, it'd never work. In fact, ya might say it'd be horribly, _horribly _wrong." she said.

She took another look at Timon, who was staring at the ground.

"Hey, don't let it get ya down. I mean there's gotta be a lot more females n' me out there, and who knows? Maybe one'll like you the way you like her." she said, although she couldn't believe she was actually trying to cheer him up.

Timon looked up at her, and smiled at bit. She let a small smirk come across her face. Then Timon walked away.

_"Ok so, maybe he's not such a pervert after all."_ she thought.

Shenzi sighed and went to find Banzai. When she got to him, he was already lying down in some tall grass, although he wasn't asleep. She laid down in a spot beside him, facing away from him, and sighed.

"What's with you?" he said, sitting up.

"I'm hungry." was all Shenzi said back.

* * *

Ok, review time. 


	8. A Before Lunch Swim

I know what a lot of you are thinking: poor Timon. But ya don't really expect them to have a relationship do you? Well anyway, here's the next chapter.

And in your reviews, I only ask one favor, could you tell me what your fav. part was in this one? I promise to tell you mine when I update the next chapter. Thanks!

* * *

"Up an' at 'em guys." came a familiar lion's voice. 

Shenzi and Banzai slowly sat up and opened their eyes. Shenzi looked up to see Simba giving her a strange look, it wasn't angry or sad though. Shenzi's eyes shifted left to right. Banzai yawned as he stretched his arms.

"We're going to Priderock today." Simba said as he turned around.

"Oh, great." the two said sarcastically as Simba left.

Banzai yawned again, then right in the middle of it he got a surprised look on his face when he realized something; he had left Shenzi all alone with that pervert! He'd hate himself if anything happened to her while he was too busy _sleeping_. He quickly turned to face her.

"Shenzi!" he said.

Shenzi looked at him confusedly.

"Did that guy try anything on ya last night? 'Cause if he did, whether kingy's watchin' or not, I'm gonna-!" he angrily said.

"Eh, calm yourself meerkat boy. He ain't such a pervert once ya get ta know 'im." Shenzi said.

Banzai's eyes widened. Shenzi cocked an eyebrow at him then got a surprised look on her face.

"Oh c'mon, you know the only boys in my life are you n' Ed." she said.

"Unfortunately for me." she said under her breath.

* * *

"For the last time I'm fine! I can take a little rejection." Timon said. 

"You sure?" Pumbaa and Simba said.

"Yes! Stop askin' already!" Timon said.

Pumbaa and Simba looked at each other unsure though. Then Simba went to the two meerkats again while Pumbaa started to leave with Timon.

"Let's go guys." Simba said to the two.

"We're comin', we're comin'." Shenzi and Banzai said.

* * *

The five walked through the desert without really saying anything. Shenzi kept getting strange looks from everybody, even Banzai! Timon was probably the only male who wasn't looking at her. 

Of course, he was getting some strange looks from Simba and Pumbaa as well. He even noticed Rico giving him some suspicious glares at times. Timon wondered if the reason Maritsa rejected him was because Rico was her boyfriend.

Finally the silence was broken when the five reached Priderock and Nala came up to them.

"Simba, you're back!" she said.

"Yeah." Simba said.

Then Nala smiled at Timon and Pumbaa.

"It's good to see you two again." she said.

"Our pleasure." Pumbaa said politely.

Timon just slightly waved without looking at her. Nala looked confused and worried, then looked at Simba. Suddenly everybody heard rustling in the grass. They all looked to their right, only to see Ed and T emerge from the light green shrubbery.

Shenzi and Banzai looked at little uneasy. Timon suddenly forgot all about the rejection and stuck close to Pumbaa, who was biting his lower lip.

"Oh hello Ed and T." Nala said with a smile.

"What brings you here?" she asked politely.

"Oh, me an' Ed are just lookin' for a couple of people." T said, looking around while walking up to Nala.

Then she looked up at her.

"Have you guys seen Shenzi or Banzai?" T asked.

Shenzi and Banzai's eyes widened.

"I thought they were with you." Simba said, failing to notice Maritsa and Rico's eyes were looking around nervously.

"They _were_, but now we can't find 'em anywhere." T said.

Shenzi and Banzai quietly snuck behind Pumbaa to remain unseen by T or Ed. They didn't want to be recognized as the meerkats that did a couple of numbers on their faces.

Ed babbled some gibberish.

"They've been missing for three days straight?" Simba said.

Ed nodded. Simba looked suspiciously back at Maritsa and Rico. The two tried to look inconspicuous, and just innocently whistled while looking around. Simba turned back to the two hyenas.

"The whole clan's been lookin' for 'em." T said.

"Plus the place has been outta whack since Shenzi and Banzai left." she finished.

At this, Shenzi and Banzai looked nervous. They felt they needed to get back to their clan before things got any more out of hand.

"Sorry, but I haven't seen either of 'em." Simba said.

"Neither have I." Nala said.

T and Ed looked at the ground.

"But don't worry, if I seen any sign of them I'll let you know." Nala said quickly, wanting to cheer the two up.

"Well, thanks anyway." T said as she and Ed turned around.

Then the two hyenas left. Shenzi and Banzai looked at each other worriedly.

* * *

Timon laughed a bit as the three walked some distance from Priderock. Simba, Nala, and Pumbaa were out getting food. 

"So those two are missin' huh?" he said.

"Well _I_ sure don't miss 'em!" he finished, then laughed some more.

Shenzi and Banzai looked at him, slightly annoyed. The three were walking towards a small rock ledge with a small but deep pond at the bottom of it.

"Those two caused nothin' but trouble for me!" he stated.

"I mean, every time I saw 'em, I either ended up almost gettin' eaten, or used for some kinda sick game! I can't think 'a one time I saw 'em and almost didn't live ta tell about it!" he continued.

Shenzi and Banzai gritted their teeth, that meerkat was pushing his luck.

"If ya ask me, we don't really need the likes 'a them around anyway." Timon kept talking.

Shenzi and Banzai tightened their right hands into fists. If Timon didn't stop talking soon, they were going to _make_ him stop. By this time the three had reached the rock ledge. Timon walked up onto a rock that was above the pond, and turned around to face his two companions.

"In fact, I think I can safely say..." he began.

Boy was he ever wrong...

"Good rid-" Timon was cut off when two hard, pain-inflicting fists came in contact with his face.

Timon was sent, screaming, off the rock and into the pond. Unfortunately, he hit his head on another rock on the way down, and went out of consiousness before he even fell in.

Shenzi and Banzai just looked angrily at the ripples showing where Timon had fallen earlier, then turned away without a second thought. They stomped off away from the ledge. They were almost halfway away from it until suddenly, they had a very strange feeling emerge in them. It was like being nagged over and over again, but to do what?

They looked back at the pond, but then just shook their heads to snap them out of it, then continued barging off. But after a few more steps, the feeling came back again. Shenzi and Banzai began to think; even though that meerkat was being a pain in the neck, a lot of what he said _was_ true.

They once again looked back at where Timon had fallen, and angrily sighed, they were going to hate themselves for what they were about to do.

* * *

Although Timon wasn't consious he was breathing, but that was bad, for he didn't even know how much water had already found its way into his lungs. If help didn't come soon he'd drown without a doubt. 

Just then, two pairs of hands grabbed both of his arms and dragged him out. Shenzi and Banzai pulled him back onto the sandy, muddy bank. They took a look at Timon, who was lying on the ground, unconsious.

"Now what?" Shenzi said.

"Looks like somebody's gonna have ta give the guy mouth-ta-mouth." Banzai said.

The two looked at each other, and their eyes widened.

"Not it!!" Banzai shouted before Shenzi could.

Shenzi sighed in annoyance. She looked down at the meerkat, who still wasn't breathing. Time was running out and she knew that. Plus, Simba would know which two meerkats he was last with and surely she and Banzai would suffer for it. Or even worse; Simba would find out about Shenzi and Banzai turning into meerkats and avenge his friend by banning every single hyena from the Pridelands forever.

Shenzi cringed at this thought. She looked down at Timon again, and sighed annoyedly. Then she took a deep breath as she closed her eyes, tightly, and lowered her face down to his.

_A few minutes later..._

Timon woke up, coughing, and feeling two sudden pains on his face, and another pain on the back of his head. He thought he could feel a few chipped teeth in his mouth, and his right cheek was swollen. He reached a hand up to the back of his head, and could feel quite a big lump. Timon wondered what hit him.

Then, he heard somebody laughing and looked over to see Rico leaning against a tree, and laughing like there was no tomorrow. Rico had one hand over his eyes and the other on his stomach, his ribs were starting to ache but he didn't care, what he saw was probably one of the funniest things he ever saw in his life.

Timon looked over and could see Maritsa, gargling some water in her mouth, next to a pond, then she spat it out. He saw her make some disgusted noises like 'yeach!' or 'uck!'. Then he saw her get another cupful of water using her hands, and gargle again.

Timon slowly stood up and looked at himself, he was confused when he saw his fur was dripping wet. But after a few minutes of thinking, he was horrified when he figured out what must've happened. But, how did he get out of the pond? Who brought him back into consiousness?

Timon looked at the two meerkats again. But then his cheeks began to blush, when he realized why Rico was laughing, and why Maritsa was trying her hardest to wash her mouth out.

Something must've hit Timon up on that rock, causing him to fall backwards and into the pond. Rico and Maritsa must've pulled him out, and Maritsa must've been the one who gave him mouth-to-mouth.

Timon wondered if Maritsa really did like him the way he liked her. After all, she did save his life. But then he looked at her again, and it wasn't hard to figure out she was pretty disgusted. Timon shook the thought out of his mind. Then he looked back at Rico, who's laughing had toned down a bit but he was still laughing pretty hard. Then Timon looked back at Maritsa and slowly started walking towards her.

Shenzi sighed, though still sounding a little disgusted, when she finally finished washing her mouth out.

"I don't care _how_ unconsious he is, I ain't never doin' that again!" she said to herself.

"Uh, Maritsa..." came a voice from behind her.

Shenzi turned around to see Timon.

"Thanks." he said, his eyes looking at the ground and his cheeks still blushing.

Shenzi meerly made a disgusted face as she got up.

"Don't get used to it." she said, then walked over to Rico.

* * *

"Timon! We've been looking all over for you! Where were ya?!" Pumbaa said worriedly when the three finally reached Priderock. 

"Aw I'm fine. But if it weren't for these two I probably wouldn't be here right now." Timon said.

Simba, Nala, and Pumbaa looked confused.

"Whaddya mean?" Simba said.

"Eh, I almost drowned." Timon said.

Then Simba, Nala, and Pumbaa looked horrified.

"Are you ok?!" they asked him in unision.

"Yeah, but ya really should be thankin' these two." he said, waving a hand over in Shenzi and Banzai's direction.

"They're the ones who saved me." he finished.

Simba, Nala, and Pumbaa looked over at the two meerkats.

"Well, thank you very much." Nala said.

"I don't know how ta thank you both." Simba said.

Shenzi and Banzai were looking away and didn't say anything. They thought the three were pretty stupid though; thanking them for saving Timon when they were the ones who almost killed him in the first place. But then again maybe it was better if they didn't know about that part and just gave them all a quick glance, enough to satisfy Simba, Nala, and Pumbaa.

"But y'know, all this almost drowning's made me hungry." Timon said as everybody walked up to Priderock.

"I think I might have the answer to your problem." Simba said, Pumbaa was smiling.

Shenzi and Banzai looked puzzled. Then Simba went behind a rock with a leaf in his mouth, the corners pulled up in between his teeth.

"Uh Simba, we eat bugs, not leaves." Timon said.

Simba and Pumbaa smirked at each other and Simba dropped the leaf onto a flat rock, only to reveal the leaf had a bunch of bugs inside it. Timon's mouth watered but Shenzi and Banzai looked disgusted.

"Let's eat." Simba said and he and Timon and Pumbaa happily dug in.

Nala meerly sat beside Simba and just watched him eat. How she could stand to watch was a mystery to Shenzi and Banzai. How could those three actually think of those winged, stink-prone, and million-legged things as a meal?

Their stomachs growled, which only reminded them of their painful hunger. Why was it that every time they weren't hyenas, they starved more than usual? Shenzi and Banzai looked down at the creepy crawlies at their feet, and saw a slug on the rock.

It looked a lot like the one Shenzi fed Banzai awhile back.

**(A/N **See my story "All Switched Up!")

Shenzi and Banzai looked at each other.

"You eat it first." she said, looking away from him.

"Are you crazy?! I'm not eatin' that thing!" he said.

"Last time I checked you thought they went down easy." Shenzi said, looking back at him and smirking.

"Yeah well that was when I was a lion." Banzai said.

"And besides you were coverin' my eyes the whole time." he finished, looking away from her.

"Well, if ya can't handle it." Shenzi said casually. That got Banzai's attention.

"What was that?" he said.

"It's fine. I understand. I mean after all, that slug does look kinda big for a little boy like you." she said, the last part with a hint of mischief in it.

"I could swallow that thing, in one gulp!" Banzai said.

"Really?" Shenzi said.

"Yeah!" Banzai said.

"Prove it."

"Huh?"

"You said you could swallow it down in one gulp. Well, show me."

Banzai looked at the slug that was a few feet away from him. He reached his hand down, but hesistated. Then he slowly reached down again and grabbed it with his hand. He looked back at Shenzi, who was looking at him with a smirk on her face.

Banzai narrowed his eyes at her, he wanted to show her he could do this with no problem. He brought the slug up to his mouth, gulped, then slowly opened his mouth and put the slug in. Then he swallowed it down. Shenzi quickly covered her mouth to keep herself from bursting out in laughter.

Banzai clicked his tongue against his mouth, then after a few seconds, got a look of disbelief on his face.

"Oh boy." he said.

"What?" Shenzi said, still trying to hold back laughter.

"It ain't half bad." he said, looking at her.

Then, Shenzi's eyes widened.

"No way." she said, cocking an eyebrow at him.

"Hey, don't take my word for it." he said, then pointed to some bugs crawling on the leaf.

Shenzi looked at him like he was kidding, but then looked uneasy when she realized he wasn't.

"But, if ya can't handle it." he said, smirking at her.

"Hmph." Shenzi said to him and reached her hand over.

She hesitated, then grabbed onto a blue, squishy bug. She looked over and saw Banzai watching her, smirking. She narrowed her eyes at him, then slowly brought the bug over to her face.

She could feel the insect's texture between her thumb and index finger. The thought of bug goop in her mouth almost made her stomach send up something unpleasant. Fortunately though since she hadn't eaten in days that didn't happen.

She looked at the bug again, then slowly popped it into her mouth. She slowly began to chew, expecting a toxic flavor to emerge in her mouth, but strangely, that didn't happen either. Shenzi slowly swallowed down the bug.

"Oh my gosh." she said.

"What?" Banzai said.

"You were right for once in your life." she said, looking at him.

Then the two glanced at the bugs crawling on the leaf, then looked at each other.

"I'm gonna hate myself for this." they said as they went back for more.

* * *

Looks like Shenzi and Banzai just discovered their consciences (if that's how you spell it). 

So, which part did ya like? The one where Shenzi and Banzai save Timon's life? Or when they both start to like bugs?

It doesn't have to be those two I'm just suggesting ideas, you can even have more than one fav. part. Anyway, 2 reviews (at least) please!


	9. Two Hyenas Walk Among Us

Ok, my fav. part of the last chapter was when Timon was brought out of unconsiousness, and Banzai was laughing at Shenzi for giving him CPR.

Other than that, I don't really have much to say at this point, except there's a little surprise at the end of this chapter.

* * *

Shenzi and Banzai licked their fingers as they walked with Timon through the Pridelands. 

"So, howddya like Priderock?" Timon said.

He was back to his old self, completely oblivious to the rejection. Love, he didn't need it.

"It's really...full 'a lions." they said.

"Eh, ya get used to it. ...Maybe." Timon said.

"So anyways, you two gonna tell me where you're from? Or do ya still think it's none 'a my business?" he said.

Banzai laughed.

"Dude, ya wouldn't believe us if we told ya." he said.

"Try me." Timon said, turning around to face the two meerkats behind him.

Suddenly, the three heard growling near them. They looked over and saw three hyenas near them, and two of them weren't Ed or T either. The three meerkats slowly started backing away from the three male hyenas.

"Well well well, looky what we got here." one of the males said as the three started to circle them.

"Looks to me like a few in-between snacks." the other male said.

"But I thought Simba said meerkats weren't on the menu for hyenas." the last male said with an evil smirk on his face.

"Simba's not here." the male who spoke up before him said.

Timon looked terrified but Shenzi and Banzai stood their ground. The only reason Shenzi and Banzai were afraid of Ed and T was because they were worried they'd have to defend themselves against them. And even though Ed and T had claws, sharp canines, etc., it was really Shenzi and Banzai who had the upper advantage, because they knew all the weakpoints of a hyena, and were afraid they'd have to use them too.

These hyenas, on the other hand, Shenzi and Banzai had no problem dealing with. They continued to stand their ground without taking their eyes off the circling hyenas.

"Y'know, all of a sudden I'm hungry." the first hyena said again.

"Really? For what?" the second one said.

The leader then got an evil grin on his face.

"Three meerkat-mincemeat." the leader said as he got in a pouncing position.

Timon looked terrified and couldn't move. But then he suddenly felt both his arms being pulled on.

"MOVE IT!!" he heard two voice yelling.

Then without another thought, he ran for his life. He could see Maritsa and Rico running along with him. Shenzi and Banzai looked behind them and saw the three hyenas gaining. They looked up ahead and could see the elephant graveyard not too far away.

"This way!" Shenzi yelled and pulled Timon towards the graveyards where she and Banzai were running to.

Timon couldn't believe that these two were actually leading him right into the graveyards; the place hyenas knew like the back of their paws!

Little did he know, that's just what Shenzi and Banzai had in mind...

Then the three ran into the graveyard and quickly dove into a gazelle's skull nearby before the other hyenas could see them.

"Shhh." the two said to Timon.

Then they looked out the eyeholes to see the three hyenas sniffing along the ground. The other two started to walk off while sniffing, but the other one perked his head up and sniffed the air. Shenzi and Banzai's eyes widened.

The two quickly got low, Timon did the same. Then Shenzi and Banzai slowly peeked out the eyeholes again. They could see the hyena getting closer. Finally, he reached the skull they were in.

He started to sniff at it. But when he got too close to the eyeholes, Shenzi and Banzai punched him in the eyes. He yelped in pain as he quickly raised his head up, which attracted the attention of his two companions, and the three meerkats quickly ran out of the skull and away from the hyenas.

They could see the hyenas quickly following behind them. Then, Shenzi and Banzai saw the entrance to a very familiar cave.

"In here!" they yelled as they tugged on Timon's arms again and ran towards it.

The three hyenas weren't far behind. Shenzi and Banzai's eyes darted around as they looked for someplace to hide. Then, they saw a crack in one of the caverns and used that as a way to escape the three hyenas. They pulled Timon in it with them.

Then the three males finally came in, and started looking around for them. Little did they know, three meerkats were watching them from a ledge a few feet above them.

"Now where'd they go off to?" the leader said.

"I thought you were supposed to be the leader. But here ya are and ya can't even find a few meerkats." the second one said.

"Hey, one 'a those meerkats look familiar to you guys?" the third one said while the three were still walking around and trying to find them.

"Oh yeah. That red-headed one's the meerkat who hangs out a lot with the king isn't 'e?" the leader said.

"Hey, maybe we could hold the guy hostage. And get Simba to give us more land." the second one said.

Timon looked scared. Shenzi and Banzai looked uneasy, this wasn't your normal, annoying to lions, hyena plan. These three were going way too far. Shenzi and Banzai needed to turn back into hyenas again before the three did something that would make Simba hate hyenas forever.

"Yeah. If we did that, we'd be famous!" the leader said.

"How famous?" the third one said.

"Shenzi, Banzai, and Ed famous!" the leader said.

At that, Shenzi looked skeptical. Timon shuddered. Banzai on the other hand, got a little cocky.

"Yeah, you guys _wish_ you were as famous as us!" Banzai said without really thinking.

The three hyenas looked up at them. Shenzi and Timon both gave him a mad look. Banzai then realized what he just did.

"Heh heh." he nervously laughed when he noticed the angry looks Shenzi and Timon were giving him.

"Get 'em!" the leader said and the three hyenas ran up to the ledge.

Shenzi, Banzai, and Timon quickly ran out of the cave.

"Nice goin' barkbreath!" Shenzi yelled at Banzai as the three ran from the cave.

"Sorry! It slipped out, ok?!" Banzai said.

"Uh, guys. I think we have a bigger problem." Timon said, looking behind them.

Shenzi and Banzai looked behind them as well, and saw the hyenas chasing after them. Then the two quickly looked ahead and searched for anything to help them get away from their pursuers.

Then, they saw something that brought relieved smiles to their faces.

"Over here!" they yelled as they grabbed Timon's arms and led him into a very familiar bull elephant skull.

The three hyenas ran in after them, but when they reached the inside, they didn't see anything. They gave each other puzzled looks. Then the leader just left the skull, his two companions following behind him.

Right after they left, three meerkats came out of a hole near the wall of the skull. Shenzi and Banzai started dusting themselves off. Timon nervously laughed and then sighed in relief.

"I wonder if hyenas laugh to calm 'emselves down." he said.

"Depends on what kinda hyenas." Shenzi and Banzai answered, still dusting themselves off, they were probably the only ones who weren't traumatised.

Then, Timon eye's widened like he just noticed something. He cocked an eyebrow at the two meerkats next to him. Shenzi let out an exhausted sigh.

"Let's get outta here." she said.

* * *

The three walked through the plains of the pridelands. By this time it was evening, the sky was and pink where the sun was setting, the rest purple. Timon looked at Maritsa and Rico confusedly. Shenzi and Banzai glanced behind them and noticed this, they stopped walking and turned around to face him. 

"What?" they said.

"Uh..." Timon said.

"Well what is it?" Shenzi said.

Timon looked at the two meerkats he was with.

"You said you two were new here right?" he said, starting to walk in a circle around them.

"Yeah." Shenzi and Banzai answered.

"So why is it ya know the graveyard like the back 'a your hands? Or even where it was for that matter?" Timon said, stopping and looking at the two.

Shenzi and Banzai's eyes widened. How could they have been so stupid?

"Also, right after that hyena said somethin' about those three popular ones..." he said.

"Popular?" Shenzi and Banzai said.

"Lemme finish." Timon said, then went over to Rico.

"You said somethin' about _us_. What was that about?" he asked him.

"Uh..." Banzai said as Shenzi gave him an angry look.

Timon looked at the two suspiciously, until the three heard laughing above them. They looked up, and saw a familiar baboon.

"Aw boy." Timon said as he put a hand up to his forehead, looking back down at regular level.

"And how are you?" the baboon said, getting on a branch closer to the three.

"We're fine thanks." Timon said looking up at Rafiki.

"We'll just be going now." he finished, pushing his two companions in the direction of Priderock.

"Tell me, how has de meerkat life been treating you? You three must be exhausted after today. Particularly you two _new_ meerkats." Rafiki said.

Shenzi and Banzai's eyes widened and they quickly turned around, causing Timon, who was still pushing on them, to fall on the ground.

"Oof!"

Shenzi and Banzai looked hard at the monkey, who smiled at them. Shenzi and Banzai suddenly looked appaled. Then they just looked angry.

"You." they both said through gritted teeth.

Rafiki just laughed as he swung away.

"Yeah?! Well when I turn back into a hyena guess who I'm comin' after first?!!" they yelled angrily after him.

Then, quickly covered their mouths when they realized what they just said. They slowly turned around to Timon, who was looking at them from the ground. He slowly got to his feet. Shenzi and Banzai looked at each other.

Timon looked at them for a few seconds, then his eyes widened when he finally got it.

"You two were-" he said as he pointed at them and slowly started to back away.

"Alright, just take it easy now." Shenzi said.

"Of course! Now it all makes sense! The-the graveyard! The fact that ya wouldn't eat bugs at first! Why ya weren't scared of hyenas!" he said, then got a look of realization on his face.

"The two missin' hyenas." he said quietly, looking at them.

Shenzi and Banzai's eyes widened and they nervously looked at each other. Timon looked at the two with fear in his eyes, then with anger.

"You two were the reason I almost got killed!!" he yelled angrily at them, pointing an accusing finger at the two.

Shenzi and Banzai didn't say anything.

"Maybe I should just tell Simba about this and see what he thinks!" Timon said, still angry.

Shenzi and Banzai were horrified, but tried not to show it. But Timon knew the two were afraid. Suddenly, the three heard a roar and saw Simba come out of nowhere.

"Timon! Are you alright? I just saw three hyenas run out of the Pridelands." he said, then looked at the expressions on the three meerkats' faces.

"What's goin' on here?" he said, looking at Timon.

Timon looked at Shenzi and Banzai. The two gulped for they thought Timon would tell Simba everything and they'd end up getting ripped apart. Then Timon finally looked back at Simba.

"Nothin'." he said.

Shenzi and Banzai were shocked. Simba gave Timon an unsure look.

"Well come on inside. It's getting late." Simba said as he turned around and walked towards Priderock.

Timon looked at the two "meerkats" again, then just followed Simba.

* * *

Ooh, Timon knows! Whaddya think he'll do with this new information? Review and find out! 


	10. To Help, Or Not To Help?

Whaddya think Timon's gonna do now? Read to find out!_

* * *

_

_The next morning..._

"Now what?" Banzai said to Shenzi as the two sat in a secluded grassy area some distance away from Priderock. Shenzi sighed.

"Well, it's either sit here and wait for Timon ta squeal on us and then wait for kingy ta come kill us. Or try ta run again and end up gettin' eaten sooner or later." she said as she paced looking at the ground.

"So either way we're dead." Banzai concluded as he laid down on a rock he was on.

Suddenly, his eyes widened and he quickly sat up to look at Shenzi.

"Hold on a sec, did I hear you just call the meerkat by 'is first name?" he asked her.

"Well we gotta call 'im somethin'. I mean we can't just go on callin' 'im a pervert anymore." Shenzi said.

"Since when da you start carin' about food? And not in an appetite way either." Banzai said.

"Hey, I could care less about the guy. But right now he's our only ticket outta this thang until we turn back into ourselves again." Shenzi said.

"Speakin' of which, we still gonna eat that whole meerkat colony when we do?" he asked her.

Shenzi was quiet for awhile. But then the two looked over when they heard rustling in the grass beside them. They got beside each other, and nervously awaited for whatever it was to come out.

Timon pushed the gold-colored tall grass out of his way as he stepped into the small clearing. Shenzi and Banzai sighed in relief, but then got alert again when they realized Timon might've brought Simba with him. He seemed to have read their minds.

"Don't worry, Simba ain't here." he said with hardly any emotion as he took a few more steps into the clearing.

At that, Shenzi and Banzai looked relieved again.

"But uh, he _is _startin' to get a little wary about you guys so it's probably not safe for you two here anymore." Timon went on.

Shenzi and Banzai glanced at each other. Timon sighed.

"Well, guess we better get back to the oasis." he said.

Shenzi and Banzai couldn't believe what he just said. After finding out they were really hyenas, he was taking them _back_ to his home full of meerkats?

"Oh, and don't look so surprised. I was gonna tell ya this anyway back with I thought you were still 'meerkats'..." he said, making quotation marks with his fingers.

"But Simba makes frequent visits to the oasis, all the time." he said.

"So yeah, I'm not worried about you two." he finished, walking out of the clearing, and into the direction of his home.

Shenzi and Banzai looked back at Priderock and, seeing they didn't really have much of a choice, followed him.

* * *

The three walked through the desert, not really talking at all. The reason Timon was so mysteriously calm about everything, is because he felt completely humiliated, and not to mention angry, at himself, and the two hyenas that were behind him. 

He had actually fallen in love with Shenzi, for real! And even slightly admitted it to her face! That would be the last time he fell for anybody there was no doubt about that.

Then, a look of horror came upon his face. What if these two changed back into hyenas while they were in the middle of the desert? What would they do to him? Eat him? Threaten him with death if he told anyone about this? Or just kill him and get it over with?

He decided to get himself out of a fix before it even happened.

"So, you two are meerkats huh?" he said, looking back at them and smiling nervously. Shenzi and Banzai looked up at him.

"How's that workin' out for ya?" he continued.

"Well don't tell kingy about it." Shenzi said, but not threatening.

"Yeah, he'd _never _let us hear the end of it." Banzai said.

"Uh-huh." Timon said.

He quickly thought up something to talk about, but his mind went blank. Shenzi just looked at him skeptically. Then, an idea popped into her head, she looked at Timon, who still looked like he was in thought. She smirked evilly and quickly pulled Banzai aside and whispered something in his ear. After she finished he smiled while cocking an eyebrow at her, then got an evil grin on his face as he snuck away somewhere. Shenzi looked at Timon again, then brought a non-villainous look on her face.

"Uh, Timon." she said casually. Timon quickly perked his head up at the sound of her voice.

"Is it ok if I call ya that, by the way?" she continued before she said anymore.

Timon looked at her for a minute, then just slowly nodded his head. Then he glanced behind her, and saw that Banzai wasn't there. He began to panic but tried not to show it, but Shenzi could see it in his eyes.

"Remember the other night at the creek?" she asked him, casually taking a few steps towards him.

"Yeah, I don't feel so bad about bein' rejected now." he said, rubbing the back of his head.

"Well, I did some thinkin' and... Y'know now that I have, I think the only reason I turned ya down is because I don't like ta keep secrets from my boyfriends. Not that I've ever had one though." she said.

Timon looked up at her strangely.

"An' remember the other night, where you asked me a really important question?" she said.

"How could I forget?" Timon said, looking away.

"Well, y'know I never really got a real chance ta answer ya." Shenzi continued, slowly taking a few mores steps towards him. Timon quickly looked at her as she got just a little bit closer.

"An' me bein' a meerkat now should make thangs easier, shouldn't it?" Shenzi said.

Timon suddenly forgot all about Banzai not being around and the possibility of an ambush. Right now his eyes were bigger than dinner plates.

"And y'know, now that I've really thought about it..." Shenzi continued, Timon could feel a lump forming in his throat.

"My answer is, I will." she said softly.

Timon could've dropped dead at that minute, he always thought he was handsome, but not _that _handsome! Timon suddenly forgot how to breath as he looked at this hyena who had just accepted to "_become his bride"_.

For awhile, they just stood there. Then suddenly Shenzi burst out laughing, then Timon heard laughing from not far away and saw Banzai emerge from some tall grass near him.

Then Timon got what really happened; those two were just leading him on. He got a skeptical look on his face as the two continued to hold their stomachs and laugh hysterically.

"Oh come on! Ya didn't really think I was serious did ya?!" Shenzi said laughing, she really had a way of being seductive at times.

"You shoulda saw the look on 'is face!" Banzai said to her.

"Hello, I was right in front of 'im!" Shenzi said back.

The two held onto each other to keep themselves from falling over as they laughed some more.

"Yeah? Well 'plenty more fish in the sea'!" Timon said. Shenzi and Banzai calmed down.

"Let's just get to the oasis already." he said, turning around and walking in the direction of the oasis again. Shenzi and Banzai stifled laughter as they followed.

* * *

The three walked through the desert, having gotten quiet again. Timon looked a little annoyed as he lead the two in the direction of his home. Why was he helping them anyway? He should've just told Simba about the whole thing and let him take care of it! If Simba chose to kill them then it was no skin off Timon's back! ...No, Timon didn't have that kind of heart. 

Even though he was mad at the two, he wouldn't have just let them die like that. Plus, he knew how much Nala liked T. And he had a bit of an idea of how much T liked Shenzi and Banzai. And since Nala was Simba's mate, any friend of Simba's was a friend of his.

Plus, he knew that those two were, deep down, afraid. Afraid of dying, afraid of being humiliated, and afraid of being stuck like this forever. Some species could pull off being meerkats but he knew those two wouldn't; too much hyena in their blood. They'd always be used to being a higher level in the food chain. And, if they remained as meerkats, it could cost them their lives.

The annoyed expression slowly disappeared from Timon's face.

Shenzi and Banzai weren't stifling laughter anymore. They thought about the three male hyenas they ran into earlier. Were they serious about taking Timon hostage to get Simba to give them whatever they wanted?

Timon, Shenzi, and Banzai were about to say something when they all heard growling behind them. They turned around and saw the three same males hyenas looking at them evilly.

Timon's eyes widened as he backed away, Shenzi and Banzai stood their ground. They glanced over at Timon, and saw how frightened he looked, they could tell he didn't want to be taken hostage. They pittied him. But then the two refocused their attention on the three approaching hyenas.

"Don't worry, we're not eating anybody." the leader said.

"_Right now_." he finished evilly.

He and his two companions snickered as they walked closer.

Shenzi and Banzai knew they owed Timon for not spilling the beans to Simba, and decided to pay up their debt.

They quickly grabbed Timon and dragged him along as they ran from the three hyenas that rapidly gave chase. The two managed to get a few feet up ahead, that would buy them some time. They frantically looked around for a good hiding place.

"Whaddya doing?!" Timon said, for he was completely unprepared when the two suddenly grabbed him.

Suddenly, Shenzi and Banzai saw a shallow space under a small boulder. They ran over and threw Timon in it.

"Stay there." they said.

Then the two ran away to find the three hyenas. They climbed up on a rock far away from Timon's, and looked around for them. They spotted the three hyenas looking for them some way off in the distance.

"Over here, wannabe's!" they yelled at them, remembering the comment the three made about them and Ed earlier.

The three hyenas saw them and ran towards them. Shenzi and Banzai quickly ran off in the other direction. Timon had seen the whole thing, and watched the legs of three hyenas run past his hiding place, and after the two hyenas who (as much as he couldn't believe it) saved his life.

Timon slowly came out of his hiding place when the coast was clear.

He looked in the direction the five ran in a few seconds ago, then in the direction Priderock was in.

Timon just stood there, and wondered what he should do next.

* * *

Two reviews people!! (Note the two exclamation points) 


	11. What Happens When Help Comes Too Late

What will Timon do? Read and find out!

* * *

Timon stared in the direction Shenzi and Banzai had led the three male hyenas away just a few minutes ago. They had saved his life, and yet he wondered if he should return the favor. After all, even though they were meerkats now, they were still hyenas at heart. 

But then he thought about how they saved him from drowning, Shenzi even gave him CPR after turning him down the night before (which he was relieved about now). So, maybe they weren't all that bad after all? But, what would they do when or _if _they turned back into hyenas? Go back to their regular lives and forget this ever happened? Timon thought that was the most likely idea.

Finally, he came to a desicion that he knew would affect the rest of his life.

* * *

Shenzi and Banzai ran for their lives from the three male hyenas that were rapidly gaining on them. They wondered if saving that meerkat was really worth it. But if it kept Timon from saying anything to Simba, and if the predators were hyenas, then they didn't mind much. 

They glanced behind them but were puzzled when they didn't see the hyenas. They stopped running, and looked at each other confusedly. But then two paws came smacking into the both of them and the two were sent sliding against the ground on their backs. The hot dirt and sharp rocks sent pain everywhere and made their backs feel as though they were on fire.

They clenched their teeth from the pain, and struggled to see past the blinding sunlight in their eyes. But then, they could see it being blocked out by the three towering hyenas above them.

"Well, look who we got here." the leader said, an evil smile on his face. But then the second hyena looked at them more closely, then an angry expression appeared upon his face.

"Yeah, that's what ya oughtta do!" he said to the leader.

" 'Cause the redhead one ain't here!" he finished, looking back down at Shenzi and Banzai. The other two hyenas looked at the two meerkats more closely, and were surprised when they realized their companion was right.

"Well what're we supposed to do with these two?" the leader hyena said, the second one rolled his eyes; their leader wasn't really much of a leader at times.

"Eat 'em." the third one answered bluntly. Shenzi and Banzai's eyes widened when the two started to lower their heads toward them with their mouths wide open. The two meerkats could see the exposed sharp teeth.

"Not so fast." the leader said as he put his right arm between his two companions and the two former hyenas. The four looked up at him.

"These two could be useful to us." he continued.

"Whaddya mean?" his two companions said.

"Yeah, what _do _ya mean?" Shenzi and Banzai said.

* * *

Timon ran as fast as he could to Priderock. When it finally came into view, he saw Pumbaa, Simba, and Nala in front of it. His legs were aching from his tired muscles, but he pushed himself foward until he reached the three. 

"Timon! Where've you been?" Pumbaa asked him worriedly.

"Where are Maritsa and Rico?" Simba asked. Nala could see Timon panting and immediately knew something was wrong.

"Timon, why are you panting?" she asked, knowing it had to do with the reason Maritsa and Rico weren't around.

Timon could barely breath, but he struggled to talk through the heavy pleads for air his lungs were screaming for.

"We gotta go ta the Outlands!" he quickly yelled out so he could get back to catching his breath.

"Why?" the three asked him.

"I'll explain on the way, right now we gotta go before it's too late!" he finished, getting on Pumbaa's back. Simba, Nala, and Pumbaa glanced at each other both confusedly and worriedly, but obeyed Timon and the three quickly ran out into the Outlands.

* * *

_Meanwhile..._

Shenzi and Banzai walked in front of the three hyenas that were watching their every move as they followed behind them. The two glared back at the three only to get the leader and second one angry.

"Hurry up!!" they yelled at the two, getting in their faces. But Shenzi and Banzai didn't back down, even though their noses were touching the two hyenas'. They weren't scared of them, and even proved so with a response.

"Well maybe we would if we didn't have a few idiots on our backs the whole time!" the two shot back at them.

The leader and second hyena looked back at the third one, all three looked confused that the meerkats weren't afraid of them. Shenzi and Banzai meerly turned their heads away from them and kept walking.

"Where do a couple of meerkats get attitudes towards hyenas?" the leader said as he leaned his head towards the two.

"Three big, strong, and _hungry _hyenas." the second one menacingly added, it was clear he was getting mad.

"Maybe if those three hyenas picked on somebody their own size we might show a little waryness." Shenzi said looking back, then turned away.

"Timon was right about our kind." she said under her breath. Then her eyes widened.

_"Did I just call him Timon? __And __say that he was right? Next thing I know I'm gonna have a ring on my finger. I gotta get outta this meerkat body." _Shenzi thought to herself.

"Remind me why we didn't eat these guys." the second one said to the leader, who noticed his companion was getting annoyed.

"So they can take us to the redheaded one who hangs out with kingy a lot." the lead male said.

"But, what if 'e headed back ta Priderock?" the third one said. The other two looked at him confusedly.

"Y'know, ta try ta get help for these two." he finished. Shenzi and Banzai cocked an eyebrow at them.

Suddenly, the leader got an evil and happy expression on his face.

"That actually sounds like it makes sense." he said. The second hyena got an evil smirk on his face.

"Then whadda we need these two for?" the second one said, looking at the two meerkats. His two companions looked at them evilly as well.

Shenzi and Banzai got a little uneasy and backed away from them. But then the three hyenas quickly ran up to them and pounced on the two former hyenas. Then the leader and second hyena pressed their paws on Shenzi and Banzai so they couldn't escape.

Shenzi and Banzai gasped for breath under the two hyenas' paws, that kept getting heavier and heavier. Shenzi and Banzai clawed at the two paws that were on them. It didn't really help and they felt pretty stupid. They tried biting but that didn't help much either, if only they were hyenas right now...

"I think these two need to be taught a little lesson on watching their mouths when it comes to carnivores." the leader said, looking at his two companions with an evil smirk on his face.

Shenzi and Banzai's eyes widened, then they let out terrified cries when they saw the three snap down at them. The two could feel themselves in between sharp jaws, the teeth nearly searing through them. The jaws started to slowly clamp down. Then, Shenzi and Banzai felt themselves being flung out.

They yelled as they were sent flying through the air, before slamming against a rock. They shook their heads from the impact, and looked up to see the three hyenas closing in on them with evil expressions on their faces.

* * *

"An' that's what happened!" Timon said as he and his three friends ran to where Timon was with Shenzi and Banzai earlier. 

He was telling them about what happened when he and Maritsa and Rico were in the desert. Leaving out the part that Maritsa and Rico were really hyenas, but did tell them the truth about why they were out in the desert in the first place. Saying that he was taking Maritsa and Rico back to the oasis, and he planned to be back by nightfall.

"Maritsa and Rico are at the paws of three hyenas?!" Pumbaa said worriedly.

"We have to find them!" Simba said. Timon looked up ahead and looked around for any sign of the two former hyenas. Then out in the distance, he saw some gray blurs crowding around something on the ground.

His eyes widened when he realized what was happening.

"There! Over there!" he yelled, standing up on Pumbaa's back and pointing in the direction of the three hyenas. **(A/N **Five if you count Shenzi and Banzai)

Simba, Nala, and Pumbaa saw where he was pointing to and immediately ran in that direction.

* * *

The three male hyenas were towering over the two meerkats below them, with evil smirks on their faces. Just as they lowered their jaws to eat them, they heard two roars not far away. They lifted their heads up and terrified looks came upon their faces. They ran away cowardly from the two lions that were running in their direction. 

When the four finally reached them Timon quickly got off Pumbaa's back and ran to the two former hyenas, now on the ground.

He took one look at them...and nearly fainted.

* * *

Wanna know why he nearly fainted? Review and find out! 


	12. A World of Hurt

This doesn't sound good. Read to find out what happens!

* * *

When Timon saw Shenzi and Banzai he wanted to forget the image completely. They barely even looked like meerkats anymore! 

Everywhere you looked there were cuts, scratches, and small traces of blood. The two were sprawled out on the ground...and not moving. Their eyes were closed, and their faces showed no signs of pain, or any emotion.

Pumbaa bit his lower lip. Nala looked completely worried. Simba walked up to Timon, who slowly glanced up at him, then back at the two former hyenas.

How could those two take such a beating for him? They saved his life only to lose theirs in the process. No, Timon had to save them. Suddenly, he remembered Rafiki, the one who turned them into meerkats in the first place, and one of the best healers in the Pridelands.

"Somebody get the monkey!" Timon yelled as he pulled Shenzi and Banzai onto his shoulders. Simba and Nala quickly nodded and ran off to Rafiki's tree. Pumbaa stayed with Timon, and helped try to revive the two meerkats.

* * *

Shenzi and Banzai groaned as they regained consiousness. They both let out a grunt of pain when they felt a sudden stinging on their arms. They slowly opened their eyes to see Rafiki dip his thumb in some healing herbs and put it on their injuries. 

"You guys ok?" came a familiar voice. The two looked over and saw Timon. Pumbaa was beside him, and standing behind them were Simba and Nala.

"Dey should be fine in a few hou'ahs." Rafiki said. **(A/N **pronounced ow-ahs, since Rafiki talks in an accent)

"If tings don't seem right or dey are still in pain, please don't hesisate to call upon me again." he finished as Timon walked over to the two.

"Thanks Rafiki." Simba said. And with that, Rafiki left. Then the other three walked up to them.

"Ya didn't have ta do that back there." Timon said.

"...Well now we're even." Shenzi and Banzai replied.

"I'm just glad you both are ok." Nala said.

"Me too." Simba said, but then got a serious expression on his face.

"But I'm tired of the hyenas not listening to me when I say meerkats and warthogs are not on the menu. And now I'm fed up with my warnings not being taken seriously." Simba said.

Timon, Shenzi, and Banzai looked over at him.

"I'm re-instating the old law. Hyenas are once again banned from the Pridelands." he finished.

"NO!!" Shenzi and Banzai yelled, suddenly sitting up. Everybody but Timon looked at them strangely. Shenzi and Banzai's eyes shifted left to right.

"We're alright, really. The monkey said we'll heal, so everything's gonna be fine. And don't worry, you can count on not seein' those three again." Shenzi said.

"Once the two leader hyenas stop uh, bein' missin' an' all." Banzai finished.

"Well, if you two need anything our den is-" Nala was cut off by Shenzi and Banzai.

"The cave next to the one where the rest 'a the lions sleep." they said. The three looked at them strangely.

"Uh, he showed us where it was!" they said quickly, pointing with their thumbs at Timon. Then the three looked like they always did then just smiled and left the three meerkats alone.

Shenzi and Banzai laid back down on the rock they were on.

Everybody was quiet for awhile, then Timon spoke up.

"So uh, the monkey told me how you two can change back." he quietly said. Shenzi and Banzai's eyes widened and, ignoring the pain, quickly sat up.

"What?! How?!" they said.

"It's, kinda complicated." Timon said.

"Just tell us what the monkey said and we'll make out the best of it we can." Shenzi said, very much wanting to be a hyena again.

"Well, uh, ya gotta..." Timon said.

"Gotta what?!" Shenzi and Banzai said.

"Ya gotta um, uh...understand how it is ta be a meerkat." Timon managed to get out. For awhile, the three were silent.

"You're kiddin' right?" Shenzi said.

"Aw c'mon, it doesn't sound so bad." Banzai said to her.

"Yeah, but it could take weeks ta understand what it's like bein' a meerkat for the likes 'a you two!" Timon said.

"Maybe months!" he finished.

"We don't got that kinda time on our hands. My clan's startin' ta get restless an' unless we do somethin' now-" Shenzi started to say.

"You can kiss your Pridelands g'bye." Shenzi and Banzai finished.

* * *

"I gotta say, I'm impressed with you guys." Timon said as the three walked through the desert again. 

"Not a lotta meerkats would be up on their feet just a few hours after they got mauled by hyenas." he finished.

"It's gonna take a lot more than 'a few wimps like those three ta take us down." Banzai said.

"A few dead wimps." Shenzi added.

"I thought we/you were just gonna banish 'em." Banzai and Timon said.

Suddenly, they heard growling behind them. They looked behind them and saw the three male hyenas once again. Timon was a little nervous but not as scared as he was before. But Shenzi and Banzai had had it, they were both sick and tired of getting hassled by these three and weren't about to take anymore of it.

"Well, look who it is." the leader said.

"Hey it's our food, glad to see they actually made it." the second one said.

"Yeah, you two know how I like my meat fresh." the last one said.

"Cut the intro and shut up." Shenzi said as she and Banzai stomped up to them.

Timon gulped. Shenzi and Banzai weren't threatened though and kept going towards the hyenas. Shenzi grabbed onto the leader's muzzle to get his attention.

"Now listen up barkbreath, I don't know who you think you are, but you ain't the boss around here. _Especially ta me._ And if you step outta line I'll put you in a world 'a hurt for it." she threatened.

The three hyenas scoffed.

"Whaddya gonna do? Give us food poisoning?" the leader said. Then he and his friends laughed. Timon guessed Shenzi and Banzai must've got mad because then he saw the two punch the leader and second hyena in a peculiar area on their shins, then the two hyenas winced in pain because Shenzi and Banzai hit a weak point they knew hyenas had.

"Don't worry, that ain't the world 'a hurt I was talkin' about." Shenzi whispered to Timon.

Then Timon saw the third hyena laugh after what happened and his two friends hit him on the head to make him shut up. Then the three hyenas got angry and turned to him and Shenzi and Banzai.

"Run." Shenzi and Banzai whispered to Timon then the two quickly turned around and ran. Timon was a little confused at first but then got snapped out of it when the leader snapped at him.

He went after Shenzi and Banzai and the three meerkats ran as fast as their legs could carry them. The hyenas gaining, Shenzi tried to think of something to get away from them. Then she looked around her and realized where they had ran to.

A familiar gorge was surrounding them, and Shenzi knew there was only one way to go after they reached the end of it: Up. Then she saw Timon and Banzai stop in their tracks, staring at something. Timon looked like he thought this was the end, but Banzai looked like he was remembering days from long ago. Shenzi looked up and saw the rock cliff she, Banzai, and Ed had chased Simba earlier.

Then the three looked behind them to see the three male hyenas.

"I said it once and I'll say it again." Banzai said, then the three turned towards the rock cliff again.

"Ironic." he finished.

**(A/N** If you haven't read my story "All Switched Up" you won't have any idea what he's talking about)

"Forget the irony and climb!" Shenzi yelled. The three ran up the rocks. Banzai quickly climbed up with Shenzi and Timon until he saw something familiar.

"Hey, look, my clawmarks are still here." he said, forgetting that they were being pursued and looking at a rock he had clawed earlier, intending to claw Simba instead.

"C'mon!" Shenzi said, grabbing onto him and pulling him up, just before the third hyena sliced Banzai with his paw. The three climbed more until they reached the top to see an incredibly steep ledge.

"We're all gonna die!" Timon said. Shenzi looked behind them and saw the three males reaching the top.

"No we're not." she said. Then she looked at Banzai.

"We did this once, we can do it again." she said to him.

"Ok but, I dunno if I'm as balanced as I was-" Banzai started to say until Shenzi pushed him and Timon off the ledge when she saw the three males running to them.

"Ahhhhhhhhhhh!" the three screamed as they slid down the ledge, the three hyenas following after them.

But they eventually stopped when they slid over a rock and it sent them rolling until they got to the bottom and landed on their backs.

"Now we just gotta-" Timon started to say until he saw that a giant patch of thorns lied ahead of them. He looked at Shenzi and Banzai, who didn't look surprised.

Then the three looked up and saw the hyenas still running towards them. Their eyes widened and they huddled together as they waited to be torn apart.

The second hyena looked pretty eager to eat the three meerkats ahead until he looked up and saw the huge briar patch up ahead. His two companions had saw it too and tried to stop running.

The second hyena tried to stop himself, but couldn't until he finally skidded to a stop at the very edge of the cliff. He sighed in relief until the other two came up and smacked into him, which sent him flying straight into the sharp shrubbery ahead.

"AHHHHHHHHHH!!!!" he screamed as he felt the thorns pierce through.

Shenzi got a smirk on her face and Timon looked a little at ease now but Banzai looked a little uneasy; he knew the pain the male was going through. Then the three saw the two other hyenas looking relieved that they hadn't fallen in along with their friend.

The leader sighed in relief and laughed a bit to relax himself a bit. Timon realized what Shenzi and Banzai must've meant when they said it depended on what kind of hyenas to comfort themselves by laughing.

"That was a close one." the second one said. But then the two yelped in surprise and suddenly fell in the briar patch when they were caught off guard and shoved from behind. Shenzi and Banzai had been the ones to shove them in while Timon watched.

Then the three saw the hyenas run out of the patch, yelping and whining in pain from the thorns in their bodies. The three watched as the trio of male hyenas ran to the horizon.

"Toldja I'd put ya in a world 'a hurt!" Shenzi yelled after them.

"Yeah!" Banzai and Timon said. Then the three turned around, laughing, as they went back.

* * *

"Any chance 'a you two teachin' me where ya learned that?" Timon asked the two as they walked in the Pridelands.

"Heck no." the two replied, not mad though.

"I can't believe I had _those_ guys in my clan." Shenzi said.

"Eh, who needs 'em? Everybody's better off without those three anyway." Timon said.

"I always say, if ya've ever been attacked more 'n once in a day, ya know what it's like ta be a meerkat." he finished.

Then the three suddenly stopped in their tracks. Shenzi and Banzai's eyes widened.

* * *

Read and review! 


	13. A Spell Will Work

Here's the next chapter! Sorry it took so long to update, but with school work and what not, I may find more time to update on the weekends. Anyway, enjoy the chapter! (P.S. A few little secrets are revealed about Timon in this one, not saying anymore though!)

* * *

For awhile, the three just stood there and waited for something to happen. But after what seemed like forever to Timon, he finally spoke up after the long silence. 

"So uh, do you two go up in a puff 'a smoke now and come out as hyenas again? Or is there just some big fancy light show?" he said.

"We get attacked by a jackal, nearly swallowed by a lion, eat bugs that would otherwise make us wanna upchuck, and even got mauled by three members of our own clan! And it ain't enough ta turn us back?!" Shenzi annoyedly said as Banzai looked for signs of himself turning back into a hyena again, which they're weren't.

Timon rubbed his chin as he thought of something that could explain why the two weren't changed back, finally he snapped his fingers when he got it.

"Well, this is just a theory but, I heard that, if somethin' bad happens ta ya, sometimes ya gotta make it go back by makin' up for somethin' bad ya did earler." he tried his best to explain.

"Didja two do anything bad back when ya were hyenas?" he asked them.

Shenzi and Banzai's eyes widened as they remembered events that didn't seem too long ago.

**(A/N **These are scenes from the movie, if they don't seem familiar just tell me and I'll fill ya in)

* * *

Uncle Max is seen running from the trio. Shenzi and Banzai both take a snap at him and almost eat him, but he falls through a hole in the ground and escapes. 

_"Oh man, it just never gets old does it?"_

_"Ooh the classics never do honey."_

* * *

_"What's the hurry? We'd love you ta stick around for dinner."_

_"Yeah. We could have whatever's, lion around!"_

* * *

_"Then the majordomo bird hippety-hopped all the way ta the birdie-boiler."_

_"Oh no, not the birdie-boil-_ (as he is shot into the air) _errrrrrrrr!!!!!!!!!_

* * *

_"He's as good as dead out there anyway, and if he comes back, we'll kill 'em."_

_"Yeah! Ya hear that!? If ya ever come back, we'll kill ya!"_

* * *

_"Please, don't eat me."_

_"Drop 'em!" _

_"Hey, who's the pig?"_

_"Are you talking to me?"_

_"Uh-oh they called 'em a pig."_

_"Are you talking to me?"_

_"Shouldn't 'a done that."_

_"Are you talking to me?!"_

_"Now they're in for it."_

_"They call me, MR. PIG! AHHHHHHHHHHHHHHHH!!!!!!!!!" _

* * *

Shenzi and Banzai shook their heads from the thoughts. Had they really done all that? 

"Well?" Timon said, waiting for an answer.

"I'm never gonna be a hyena again." they both said. Timon looked around for a way to help with their dilemma.

"Hey, why don't we go see the monkey?" he suggested.

* * *

"So, you tink dey understand how it is to be meerkats now?" Rafiki said to Timon. 

"They've been attacked by hyenas; they know what's it like ta be meerkats." Timon stated.

"Yeah, so why ain't we ourselves again?" Banzai said, pushing Timon aside as Shenzi crossed her arms.

"I can perform a spell dat will make you both hyenas again." Rafiki said.

"But in ordah to do it, you must bring me back an ingredient." he finished.

"Name it!" Shenzi and Banzai said, wanting to be hyenas again.

* * *

"Hyena fur. Two simple strands of hyena fur." Timon said, then laughed nervously. He was nervous because he, Shenzi, and Banzai, were headed towards hyena territory. Pumbaa was with them which eased Timon's nerves a bit, but he was still pretty nervous. By this time it was night, Timon knew all the hyenas would be asleep but if one of them woke up they'd be in deep trouble. For that hyena would be able to see in the dark, as would all the other hyenas he woke up when he saw a few midnight snacks taking a stroll through their land. 

A few feet behind Timon, Shenzi and Banzai were learning quite a bit about him from Pumbaa. And also trying to hold back laughter as they did.

"Timon's middle name? Leslie. But I haven't told a soul." Pumbaa said. Banzai quickly put both his hands up to his mouth to keep himself from bursting into laughter; the meerkat had a female's name for a middle name. Shenzi was snickering as well.

"It's nights like these Timon likes to pull out his favorite stuffed animal to sleep with; Fluffy. Well actually it's a stuffed monkey." Pumbaa continued. Shenzi and Banzai did their best to keep from falling over from laughter.

"Anything goin' on back there?" Timon said to the three, loud enough so they would hear him but low enough so the hyenas wouldn't.

"I'm just telling Maritsa and Rico about some of the things we share being bestest, best friends." Pumbaa replied. Then, he realized what he just told the two meerkats.

"Promise ya won't tell anyone?" he quickly added.

"Oh we won't say a word." Shenzi said. Pumbaa failed to notice both she and Banzai had their fingers crossed behind their backs.

"I hate ta interrupt but, we're here." Timon said. The four looked past some tall grass and saw they were in the outer part of the Pridelands. But then their eyes widened when they saw a lot of hyenas, awake.

"Man, I didn't think the huntin' parties hunted _this_ late." Banzai said.

"Well without a matriarch they got no one ta tell 'em otherwise." Shenzi said to him. Timon looked terrified as he looked at all the hyenas just meer feet away from him.

"Ugh. I hate hyenas." Timon said. Then he noticed Shenzi and Banzai were glaring at him.

"Oh, no offense." he quickly added. The four turned their attention back to the hyenas in front of them.

"So what's your plan ta get past those guys?" Timon whispered to Shenzi and Banzai.

"Live bait." they both replied.

"Hey." Timon said annoyedly.

"Oh c'mon that warthog'll scare 'em off without no problem." Shenzi said.

"Yeah, and if he can beat those guys up as bad as 'e did us, I have a feelin' you guys'll live." Banzai said.

"...He still feels kinda bad for beatin' up a girl though." Timon said. Shenzi rolled her eyes.

"Look, if you do this, when we turn back inta hyenas, we'll make our clan quit meerkats, _an' warthogs_, cold turkey." she said. Timon looked a little surprised and he cocked an eyebrow at them.

"Ya mean it?" he said. Shenzi smirked at him. Timon looked a little at ease now, but then looked annoyed again.

"Well whadda you two want me ta do? Stuff an apple in 'is mouth and do the hula?!"

_A few minutes later..._

The remaining and awake hyenas perked their ears up when they suddenly heard bongo drums out of nowhere. They turned their heads around to see Timon in a hula skirt and flower tucked behind his ear.

"Luau!"

_"If you're hungry for a hunk 'a fat an' juicy meat,_

_Eat my buddy Pumbaa here because he is a treat-"_

Shenzi and Banzai quietly snuck behind the hyenas who had hungry looks on their faces as they approached Timon and Pumbaa.

_"Come on down an' dine,_

_On this tasty swine,_

_All ya have ta do is get in line!_

_Arrrrrrrrrrre ya achin'?!"_

_"Yup, yup, yup!"_

_"Forrrrrrrrrrr some bacon!?"_

_"Yup, yup, yup!"_

_"Heeeeeeeee's a big pig!"_

_"Yup, yup!"_

_"You could be a big pig too, Oy!"_

Then the two screamed as a bunch of hyenas chased after them.

* * *

Meanwhile, Shenzi and Banzai had reached their cave. The path was a little risky since they didn't know if there were some hyenas over in that direction who didn't fall for the same stunt twice. Banzai cupped his hands into a foothold, which Shenzi to used to climb up onto the ledge. Then she reached her hand down to Banzai to pull him up. This continued until the two had finally reached the inside. 

They cautiously peeked their heads in the entrance, and could just barely make out Ed and T sleeping in the cave. They slowly took a few steps towards them, but a snort from Ed made them freeze in their tracks. They waited for something to happen but then Ed just went back to snoring again. The two quietly took a few more steps towards them, until they heard a rock being stepped on a few inches behind them.

They quickly turned around to see Timon freezing in place.

"Whaddya doin'?!" they annoyedly whispered to him.

"Helpin' you two." he whispered back.

"What about the clan?!" they whispered to him again. Just then, they saw Pumbaa chasing a crowd of hyenas, yelling after them, a few feet outside of the cave. Pumbaa and the hyenas disappeared around the other side of the entrance, but then came back again with Pumbaa still chasing them, then it happened again.

"I think we'll have enough time." Timon whispered to them. Shenzi and Banzai slapped their hands on their faces. But another snore from Ed reminded them why they were here.

Once again the two quiety crept up to the sleeping hyenas, Timon watched the entrance to make sure nobody would surprise them. Shenzi and Banzai steadily reached over to Ed and T's muzzles.

"Easy there Eddy." Banzai said quietly as he tried to pick out a strand of Ed's fur.

"C'mon T." Shenzi said as she too tried to pick out a strand. Finally, the two managed to wrap their hands around a single strand of fur on Ed and T's muzzles.

Timon looked out the entrance again, nobody there, then he quickly looked back at the two hyenas and the two former hyenas.

Shenzi and Banzai's hearts raced inside their chests and they started to sweat as they got a good grip on the strand of fur in their hands. Finally, the two decided to go on with it as quickly as possible. And in one quick tug, they both managed to pull out a strand of fur.

They flinched, waiting for Ed or T to wake up and tear them apart. But slowly opened their eyes and looked up at their friends, who were still sleeping. They looked down at their hands, which were still clenched into fists. They slowly untightened their fingers and saw a strand of fur in their palms. Shenzi was so happy she hugged Banzai tight, he meerly smiled.

Shenzi and Banzai slowly backed up from Ed and T and ran to the cave's exit.

"Didja get 'em?" Timon whispered to them as they ran out.

"Got 'em." Shenzi and Banzai answered as they showed Timon the strands they managed to get.

* * *

When they got to Pumbaa, they could still see him chasing after the hyenas. Timon laughed to himself and Shenzi and Banzai rolled their eyes; just because the clan couldn't eat warthogs didn't mean they had to be scared out of their minds of them. Timon thought he had enough humor for one day, and put his thumb and middle finger in his mouth, then let out a whistle signaling Pumbaa it was all clear. 

Pumbaa stopped chasing the hyenas when he heard it, and the hyenas took this opportunity to run back to their homes. Pumbaa was relieved he could stop chasing after them now because all that running had made him tired.

"Timon, are we done yet? I'm gettin' tired." Pumbaa said.

"Yeah, you go home an' rest. I'll meet ya there." Timon said. Pumbaa nodded and walked off in the direction of Priderock. Timon turned around but was surprised when he didn't see Shenzi or Banzai. He looked out a little further, then saw two paths being made in the grass as some things ran through it, going in the direction of Rafiki's tree.

It wasn't hard to guess who was running through the grass and Timon ran right after them.

* * *

Shenzi and Banzai ran as fast as their legs could carry them, the fur strands tightly clutched in their fists to make sure they wouldn't lose them. They pushed back the tall grass and jumped over any rock, plant, or log that got in their way. They tripped once after jumping over a rock, but they didn't care, they just picked themselves back up and continued running, Timon struggling to keep up with them the whole way. 

Finally, after what seemed like hours, they reached Rafiki's tree. Shenzi and Banzai fell to their hands and knees, exhausted. Timon figured he should get the monkey so those two could catch their breath. He walked up to the large trunk in front of him.

"Excuse me! Lord Beating-Stick, we're back!" he yelled up to the branches, hands cupped around his mouth. Shenzi and Banzai breathed heavily as they waited for the monkey to reappear.

Timon was puzzled as to why Rafiki hadn't shown up yet. He failed to notice though, that the baboon was right behind him.

"Well that's weird; usually he shows up by now and hits me on the head with 'is stick." Timon said, not turning around. Then he recieved a sharp smack on the head.

"OUCH!" he said as he quickly reached his hands up to the painful area, he angrily looked back at Rafiki. Shenzi and Banzai would've laughed but they were too busy giving their lungs a re-fill on air.

"So I see you are back." Rafiki said.

"Did you get de hyena fur?" he asked them. Timon rubbed his head with one hand and pointed to Shenzi and Banzai with the other. Rafiki looked over at Shenzi and Banzai, who were still panting. The two raised their hands up and slowly opened their palms to reveal the two strands of fur. Rafiki closely examined them, but then just shook his head.

"I cannot perform the spell wi' dese." he said.

"WHAT?!" Shenzi, Banzai, and Timon said.

"WHADDYA MEAN YA CAN'T DO IT?!" Shenzi and Banzai angrily yelled.

"You need strands of you own fur to make de spell work. At best, dese would turn you both into...complete replicas of your friends." Rafiki explained.

"So we went all that way for nothin'?!" Timon said to Rafiki.

"I'm afraid so." Rafiki replied, then started to climb back into his tree.

"When you find de right fur strands, come back here! Don't be strangahs!" he yelled from the top branches.

Shenzi and Banzai looked at Ed and T's fur strands they had in their hands, then just angrily threw them aside, then the two stared at the ground. Timon tried to lighten their moods up a bit; because whenever they were mad, he usually ended up getting hurt.

"Hey, don't sweat it. Tomorrow we'll just go back to the outer Pridelands and try again." he said. Shenzi and Banzai slowly glanced up at him, not looking any less angry though.

"But if we wanna live through it we better get a good night's sleep." Timon quickly said. Shenzi and Banzai looked up and noticed the moon was in the middle of the sky. They sighed as they slowly stood up and slowly walked in the direction of Priderock with Timon.

* * *

Tough break for those two huh? Don't worry, another chapter's on the way! 


	14. With the Right Ingredients

Here's the next chapter! Let's see what happens when they give it a second try.

Also, since Timon didn't get a version in "Hakuna Matata", I put that in there. If the words don't sound right though (there weren't any subtitles so I had to figure it out myself), just PM me about it. You all know what I'm talking about; the deleted scene. Enjoy it!

* * *

"And how are we supposed to know if it's _our_ fur we got in our hands?" Shenzi said annoyedly as she and the other two male meerkats rode on Pumbaa's back. Pumbaa paid no attention to their conversation, for Timon had told him it was meerkat business, and he wouldn't be able to understand it anyway. But that didn't stop Pumbaa from wondering why they were going into hyena territory _again_. 

"Easy, we just uh...uh..." Banzai tried to answer her.

"Well, while you two are figuring it out, I'm gonna go see a warthog." Timon said, then went up to Pumbaa's head to have the first real conversation he had with his friend in days. Shenzi sighed.

"What if this don't work anyway? I mean, how do we know if Ed or T are even outta the cave?" she said.

"Aw c'mon, we know Ed. The guy can't ever stay put. T's probably got 'er paws full with 'im right now." Banzai said.

* * *

_Meanwhile..._

"Ed, no! That's not a chewtoy!" T said as she ran over to Ed to stop him from eating a very spiky lizard. She pushed him aside and looked at the reptile.

"Sorry, he doesn't know any better." she said.

"Hmph." the lizard meerly said, then went back into his burrow under a rock.

T looked in Ed's direction and saw him staring at a cactus. Ed wondered what it would taste like if he gave it a good lick. He stuck out his tongue and leaned over to the cactus to find out.

"Ed! Don't!" T said as she tried to reach him, but she didn't get there in time. Ed gave the cactus a good, hard lick. But then his face showed an expression of extreme pain as he felt the sharp needles piercing his tongue, and then he let out a yowl of pain. T finally got to him, Ed whimpered for the needles really were hurting him badly, and he gave T a pitiful look. T sighed, and pointed to some leaves a few feet away, under a large thorn tree, that would help him get the spines out. Ed did exactly what he was supposed to do, and sighed in relief when all the needles were out.

Ed looked down at the ground, then just started staring at a rock for no apparent reason. Then T looked above his head and saw a broken, and not to mention thorny, branch dangling and threatening to land on top of him. T's eyes widened in horror.

"Ed!!" she yelled as she ran over to him. Ed looked at her confusedly until she quickly pushed him out of the way just as the tree limb fell to the ground. T looked behind her and sighed in relief; that was a close call for both of them. But then she looked over in Ed's direction again and saw him laughing insanely as he walked away to nowhere in particular.

T sighed and quickly followed to make sure he wouldn't get hurt.

* * *

Timon glanced behind him at the two former hyenas. He decided to lighten the mood a bit before Pumbaa got wary of the situation. 

"Hey Pumbaa." Timon whispered to his friend.

"Yes Timon?" Pumbaa said.

"Follow my lead." was all Timon said as he got off Pumbaa's back. Pumbaa stopped walking, which puzzled Shenzi and Banzai. They looked over at Timon.

"Hey, I know things may look bad now but, they could be worse right? You two would have to deal with someone who was loud and obnoxious." Timon said **(A/N** Remind you of anybody?).

Shenzi and Banzai looked at each other skeptically, then got off Pumbaa's back.

"Look, sometimes bad things happen. And ya can't do anything about 'em, right?" Timon said.

"Yeah." Shenzi and Banzai answered.

"Wrong!" Timon sharply said, getting in their faces.

"When the world turns its back on you, you turn your back on dah world." he finished.

"Honey, the world turned its back on us before we were even born." Shenzi said. Timon and Pumbaa meerly smirked at each other.

"Well maybe you two just need somethin' ta lighten up those dark personalities." Timon said.

"Repeat after me." he continued, then cleared his throat.

"Hakuna Matata." he finished.

"Huh?" Shenzi and Banzai said.

"Ha-ku-na, Ma-ta-ta." Pumbaa said a little slowly.

"It means no worries." he finished.

"Two little words that'll solve, all your problems." Timon said, then looked at Shenzi and Banzai.

"Believe it or not you two, I was not always the calm, cool meerkat you see before you." he said.

"Really?" Shenzi and Banzai said sarcastically.

"No siree. Why...

_When I was a young meerkat..."_ Timon began as a spotlight suddenly appeared out of nowhere, which surprised then puzzled Shenzi and Banzai.

_"When he was a young, meerkat..." _Pumbaa said, more deeply and loudly, and he also said it right behind Shenzi and Banzai which caused them to fall over in surprise. Timon looked at Pumbaa after the two fell.

"Very nice." he said sarcastically.

"Thanks." Pumbaa said, failing to notice the sarcasm.

* * *

_Flashback as Timon sings-_

**Timon: **_"I worked in the colony,_

_Paid a good view, _(Shenzi, Banzai, and Ed appear behind Timon as he is singing. Timon sees them and looks terrified)

_Acceptin' or preventin' the prevailing news,_

_That a meerkat's life was one long brine. _(Timon is working and accidentally collapses the tunnel.)

(**A/N** Out of flashback, Pumbaa comes up behind Shenzi and Banzai, which annoys them, and he speaks with the song, this happens every time he sings with Timon)

**Pumbaa: **(spoken) That sounds rough.

**Timon: **_Diggin' holes, standin' guard _(Timon is seen standing around a hole with a bunch of meerkats, he is annoyed)

_'Till it crossed my mind,_ (Fed up, he shoves a meerkat to his left, which causes a domino effect on the other meerkats)

_I was wrong! _(Angrily sits down)

**Pumbaa: **He was wrong!

**Timon: **_All along! _(The meerkats crowd around him)

**Pumbaa: **All along!

**Timon: **_All that I needed!_ (Timon annoyedly tries to explian, but the meerkats get angry)

**Pumbaa:** What did ya need?

**Timon:** _What do I need-ed?_ (He is thrown out of the colony)

**Pumbaa: **Sing it Timon! **(A/N **End of Flashback)

**Timon: **_Hakuna Matata,_

_What a wonderful phrase._

_Hakuna Matata,_

**Timon and Pumbaa: **_Ain't no passin' craze!_

_It means no worries, _(Shenzi and Banzai cock an eyebrow at each other)

_For the rest of your days!_

_It's our problem free,_

_Philosophy,_

_Hakuna Matata!" _(Music ends)

* * *

"So, feel like givin' it a second try now?" Timon said to Shenzi and Banzai. 

"That depends. Are ya gonna be singin' the whole way?" they said.

After a few more minutes of walking, and a few minutes of hearing an unfamiliar version of "Yummy, Yummy, Yummy", requested by Timon, suggested by Timon, and sung by Timon _and Pumbaa_, they all reached hyena territory. The four could already see a lot of them.

"I don't think they're gonna go for another hula dance." Timon whispered to the two former hyenas.

"Duh." Shenzi and Banzai replied.

"Ooh ooh ooh! What about your comedy act, Timon? You always say you can never get a big enough audience." Pumbaa suggested.

"Is it hyena-themed?" Shenzi said, remembering that crack Timon made at Priderock awhile back and looking at him.

"...Not all of it." Timon said quietly.

"Go for it." Shenzi and Banzai said as they walked past the meerkat and in the direction of their cave.

Timon gulped.

* * *

_A few minutes later..._

The hyenas were just lying around their land, not really having anything better to do since they weren't used to being full. And since they weren't hungry all the time anymore, and didn't have very much to focus on (besides the fact that their leader and alpha were missing), they were just, bored.

Suddenly, out of nowhere, a voice echoed everywhere.

"Ladies and gentleman, males and females, please put your paws together for...The Comedy Stylings of Timon!" came Pumbaa's voice.

Suddenly, Timon appeared in a spotlight that came out of nowhere.

"Thank you, thank you, you're all too kind." he said. The other hyenas looked at each other, puzzled.

"So, what is the deal with zebras? I mean are they black with white stripes, or white with black stripes?" he said. The hyenas looked at each other confusedly, what the heck was going on here? Timon and Pumbaa failed to notice a certain male and female watching as well.

"Is this guy joking?" T said. Ed laughed in gibberish.

"Yeah, I guess it does look like it." T said. The two also failed to notice two meerkats, who were now relieved when they saw the two were out of the cave, sneaking behind them.

After awhile, Shenzi and Banzai reached the cave again. Thinking time was crucial, they took the path, not caring if some hyenas were there or not, which there weren't. The two finally reached the cave's entrance and ran in.

"Whereddya think we should look first?" Banzai said as the two quickly looked around the cave.

"I don't care, anywhere." Shenzi replied as the two searched for some places they think they might find some fur strands.

* * *

Back with Timon and Pumbaa...

"Y'know, they say a leopard can't change its spots. If that really is the case, maybe the leopard should switch ta polka-dots." Then Timon laughed at his own joke, but then he saw he wasn't getting a reaction. In fact, the crowd was starting to look a little annoyed.

"Polka dots." Timon repeated. Pumbaa bit his lower lip. Timon was quiet for awhile until he made another crack.

"Hey, I know you're all out there; I can hear ya eatin' a lower life-form." Then Timon laughed at his own joke again.

Back with Ed and T, Ed laughed in gibberish again.

"Ya do have a point there Ed." T said. She looked at the meerkat's act, which was painful to watch.

"Let's go back ta the cave." she said.

She and Ed decided to stop going after Timon and Pumbaa awhile back, after they last talked to Simba and Nala. They were two of the few hyenas who didn't eat meerkats or warthogs anymore.

T didn't think eating them was a good idea because 1: She decided to take Simba's law a little seriously, since he was Nala's mate, and Nala had always been friendly to her. And 2: She wasn't sure if that meerkat was infected with some kind of disease or not.

* * *

Back with Shenzi and Banzai...

"Found 'em!" Shenzi and Banzai said as they held up two fur strands, this time their own.

"What have we here?" came a confused female's voice. Shenzi and Banzai's eyes widened and they sharply turned their heads towards the entrance of the cave. Only to see Ed and T looking at them confusedly. Shenzi and Banzai's eyes shifted left to right. For awhile, the four just waited for the other pair to do something.

* * *

Back with Timon and Pumbaa...

The two were slowly backing up from the, now mad, approaching hyenas. Both with nervous smiles on their faces.

"Hey uh, ya ever hear about the one with the ostrich and the parrot?" Timon said, still nervously smiling. He didn't think it'd be this hard to make _hyenas _laugh.

"Pumbaa, help me out here." Timon said through gritted, but smiling, teeth.

"Uh, they both moved to Turkey?" Pumbaa said, trying to come up with a punchline. Timon put his hand up to his forehead, then suddenly got a look on his face like he just figured out a joke that'd make the hyenas laugh for sure.

"Ok, whaddya say when ya come face-ta-face with a giant carnivore?" Timon then gulped.

"Like you hyenas for example." he said, scared, as the hyenas got a little closer.

"AHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!!!!" Shenzi and Banzai said as they ran past Timon, Pumbaa, and all the hyenas.

"Exactly!" Timon said. Pumbaa and the hyenas watched confusedly as the two meerkats ran away. Then the hyenas turned back to Timon and Pumbaa.

"Oh right." Timon said when he remembered they were surrounded by hyenas.

"RUN!!" Timon yelled, and he quickly jumped on Pumbaa's back, then Pumbaa ran through the crowd of hyenas, plowing any of the unfortunate ones who couldn't get out of the way.

* * *

Timon and Pumbaa walked up to Shenzi and Banzai, all four were out of breath. 

"Didja...didja get 'em?" Timon managed to get out. All Shenzi and Banzai did was raise their hands up to reveal two strands of fur between their thumbs and first fingers.

"Oh, great." Timon said happily, but half-gasping for air.

Relieved their work was done now, Timon smiled...and then fainted.

* * *

"So can ya do the spell now?" Timon said as Rafiki inspected the fur strands Shenzi and Banzai were showing him. After a few minutes, Rafiki answered him. 

"I can." he said.

"Alright!" Banzai said, shooting a fist up in the air then bringing it down. A broad smile spread across Shenzi's face.

"But..." Rafiki added. The three stopped what they were doing and looked at the monkey confusedly.

"Whaddya mean 'but'?!" Shenzi, Banzai, and Timon said.

"We got the right fur this time." Shenzi and Banzai said.

"Yes, but de spell takes 18 hou-ah's to werk." Rafiki finished. The three meerkats' eyes widened.

"18 hours?!" Shenzi and Banzai said.

"Can't ya make it go any faster?!" Shenzi, Banzai, and Timon said.

"This is as fast as can be done." Rafiki replied.

"I knew it was too easy." Timon said.

"Well, judging by how much excitement you all have had since de change, I tink it will be werth de wait." Rafiki said.

"And uh, 18 hours is what, noon tomorrow?" Timon said.

"Close." Rafiki said.

"Good enough." Shenzi said as she and Banzai turned around towards the Pridelands.

"Yeah, I can sleep the whole time." Banzai said.

"Yeah?" Shenzi scoffed.

"How ya gonna explain to a bunch 'a lions why you're sleepin' at Priderock?" she continued. Timon watched the two go, then looked back at Rafiki, who was working on a potion.

"Eh what's a little 18 hours?" he said to himself, then went to Priderock as well.

* * *

Could this be it? Will they turn back into hyenas? R+R! 


	15. A Long Hunting Trip

Yes! I've finally updated! Sorry it took so long but I hope this chapter was worth the wait. Also, there's a line in here Timon says that he also said in the first chapter. Think ya can recognize it? Enjoy!

* * *

_After 17 1/2 hours of sleep..._

"Guys." came a voice in the darkness.

"Guys." it came again, a little louder.

"C'mon, ya can't sleep anymore; the lions are startin' ta think somethin's wrong with ya." Shenzi and Banzai groaned as they slowly opened their eyes.

"There _is _somethin' wrong with me!" Banzai annoyedly declared.

"I ain't a hyena yet!!" he finished.

"Banzai shut up." Shenzi said rubbing her eyes, still tired.

"Hey, don't worry. It's almost noon anyway, so you two can just go wonder someplace near the hyena territory now." Timon said.

"Us two?" Shenzi and Banzai said confusedly.

"Yeah. No offense, but I'd rather be invited ta lunch than _be _lunch." Timon said.

"Still don't trust us, huh?" Shenzi and Banzai said, though smirking a bit.

"Hey, it's not that I don't trust ya, it's just...that..." Timon started to say. Shenzi and Banzai looked at him skeptically.

"I..." he continued. The two former hyenas glanced at each other.

"Don't trust ya." he admitted. Then he looked up at the two soon-to-be hyenas, who were smirking at him.

"Well can ya blame me?!" Timon said annoyedly. Shenzi and Banzai meerly shrugged, then started to walk off in the direction of their home. Timon watched as they left Priderock, until they were meer dots on the horizon. Then he just turned in the other direction, hoping to get on with his normal life.

He decided to go look for some food, maybe a few grubs or centipedes to start him off. He started to dig in the dirt until he found a slug, and just slurped it into his mouth. He clicked his tongue a few times, then just went back to digging.

But suddenly, he thought he heard a noise behind him. Timon glanced over his shoulder, but saw nothing. Puzzled, he went back to digging. But it wasn't long until he heard another noise. He glanced behind him again, but nothing was there. Then he looked in front of him...and his eyes widened in complete terror.

* * *

Shenzi and Banzai weren't far from hyena territory and the sun was almost in the middle of the sky; a sign it was almost noon. They looked out at their home, looking for a certain pair of hyenas they knew. But suddenly, they heard a scream from behind them. They looked back, and saw Timon come out of some tall grass...backing away from the same three males who had chased them earlier! 

Shenzi and Banzai's eyes widened as they saw the three get closer and closer to the meerkat. The two looked back at their home, then at Timon, struggling to decide what they should do.

* * *

"Well, well, well. Look who it is." the leader of the three males said, looking at Timon with an evil grin on his face. 

"Yeah, the meerkat who threw us in a thorn patch!" the second one said angrily.

"What? Oh wait, ya see, that wasn't me. That was-" Timon started to say nervously until he was cut off when a paw slammed onto him, nearly crushing him into the dirt.

Timon struggled under the male hyena's paw that was nearly suffocating him. He tried to claw and bite his way out but it was no use.

"I say we do what we shoulda did a real long time ago." the second male said. His two companions snickered evilly.

"You do the honors." the leader said. The second one gladly did so without a second thought, an evil smirk on his face. Timon watched in horror as the hyena lowered his head down to him, an evil smile on his face exposing all his sharp teeth.

"Please, I'm beggin' ya." Timon pleaded. The three meerly snickered at the pathetic meerkat's pleas. But just as the hyena was about to snap Timon in two, something slammed into the leader hyena and caused him to knock over his two friends, causing the three to fall to the ground.

Timon confusedly raised his head up, coughing and gasping for air. He looked over to his right, and couldn't believe what he saw.

"Sh-Shenzi?! Banzai?!" he said.

"And if you tell anybody what we did-!!" Shenzi and Banzai threateningly said before Timon could get another word out.

"Well, looks like it'll be a three-course meal." they heard a voice say. They looked over to see the three hyenas getting to their feet. The three meerkats quickly turned around and ran for their lives.

"Why'd ya both come back for me?!" Timon said as the three continued to run.

"Shut up an' move it!" Shenzi and Banzai said.

"Those ain't answers y'know!" Timon said to the two. But suddenly the three smacked right into the dirt. They coughed the dust out of their mouths and looked behind themselves to the the three males towering over them.

"I've had enough of this." the leader male said angrily. Then he and the third male reached down and grabbed Shenzi and Banzai with their teeth.

"Hey!" Banzai yelled at the third hyena.

"This ain't no way ta treat a lady!" Shenzi yelled to the leader. Suddenly, the two hyenas clamped their jaws tighter on the two meerkats, then started to swallow them down. Shenzi and Banzai's eyes widened when they realized what the two males were doing. They struggled to avoid being eaten alive, and held on for life, literally, as the two male hyenas tried to push them down their throats.

Shenzi and Banzai grabbed onto the males' muzzles when they felt their legs being sucked down. Finally, in a desperate attempt to escape, they bit the hyenas on their noses, and didn't stop until they felt the jaws that held them being opened.

The leader and third hyena yowled in pain. Shenzi and Banzai fell to the ground, a little shocked but unharmed.

"RUN FOR IT!" Timon yelled and the three ran as fast as they could. The leader and third hyena growled in anger. Then the three hyenas rapidly gave chase. It wasn't long before the three males were close behind them. They started to snap at the three meerkats.

The third one tried to catch Banzai in his jaws but Banzai jumped out of the way before he got a chance, the second hyena tried to grab Shenzi but she ducked out of the way, the male hyena just barely missing her. Timon had his hands full trying to avoid the leader of the three, jumping, ducking, and trying every evasive maneuver he could think of to get away.

Finally, the second and third hyenas snapped down on Shenzi and Banzai. Timon jerked his head in their direction when he heard two cries of pain. Then he was horrified to see the two meerkats in the hyena's jaws. Shenzi and Banzai struggled to get out but the two males' jaws were clenched tight.

"Hey, pick on someone your own size! ...Come back in a few minutes!" Timon yelled to the males. Remembering back when they last encountered the three males, he ran to the ones that were crushing Shenzi and Banzai, and kicked them both sharply on their shins as hard as he could.

The two males howled in pain, dropping Shenzi and Banzai to the ground.

"Oof!" the two said as they landed on their backs. They looked up to see Timon smirking at them.

"Looks like we're even." he said. Then the three ran away again, then managed to hide behind a log. Safe for the moment, the three meerkats started gasping for breath.

"First I find out a couple 'a meerkats are really hyenas. Then I almost get eaten by _three more_ hyenas! I'm 23 years old in animal years; I don't need this." Timon said annoyedly. Shenzi and Banzai looked a little surprised at this.

"You're 23?" Shenzi said, cocking an eyebrow at Timon. He nodded. Shenzi looked at Banzai.

"Whaddya know, he's the same age as you." she said to him. Timon looked a little surprised. Then, suddenly, the three heard hungry growling behind them. They slowly looked back, and saw the three male hyenas, their mouths watering from hunger, but their eyes showing complete anger.

"Forget these two, let's just get the redhead." the second male said.

"Right." the leader and third male said. The three turned to Shenzi and Banzai, and smacked them away, both screaming, and landing in some tall grass. Then the males refocused their attention on Timon.

"Grab 'im!" the leader said. Timon tried to run but the other two males caught him in their jaws, the second one with his right arm in his mouth and the third one crunching down on his other arm and left leg.

"Hold 'em for me." the leader commanded his two companions. The two hyenas stretched Timon out a bit to give their leader more to crunch down on, nearly pulling Timon apart. Timon gulped as he saw the leader growl then screamed when the lead male lunged his head at him.

Fortunately for Timon though, the second hyena's paw was right in front of the leader's feet, causing him to trip on the second one, smacking into him and both started to fall. The second male tried to use Timon to keep themselves from falling over but all that did was drag the third male down along with them.

Timon was at the bottom of the pile but managed to claw his way out and run from the three as fast as he could. But he wasn't watching where he was going and tripped on a rock and fell on his stomach, landing on something in some tall grass.

* * *

"Where the heck did that meerkat go?!" the leader male said angrily. The second male looked over and saw something rustling in some tall grass nearby. 

"There 'e is!" he said. And the three males scrambled up to their feet and charged towards the green shrubbery.

* * *

Timon groaned as he tried to get up. He opened his eyes and looked in front of him. But his eyes widened and he gasped at what he saw. 

"Shh!" two paws came up to his mouth. Then Timon fell off Shenzi's muzzle as the two hyenas got to their feet, _their four feet_. Then the two looked out the tall grass as they saw the three males coming closer.

"We got 'em now." the lead male said as the three snickered evilly as they got closer and closer to the place where Timon fell. They were meer inches from the grass, until two very familiar hyenas emerged from the shrubbery, evil smirks on their faces. The three males stopped in their tracks.

"Why, Shenzi and Banzai. What a surprise, heh heh." the leader male said after a pause, a nervous smile on his face. His two friends watched from behind him in sheer terror.

"You're both probably wondering why we're out here-" but the leader was cut off when he and his friends were grabbed by the throats. Timon watched as Shenzi and Banzai beat up the three male hyenas. He flinched as he heard blow after blow being delivered to the three. He also cringed when he heard the three males begging for mercy.

"No! Stop! Wait!"

"Yowch!"

"Not in the face! Not in the face!"

Finally, after a few minutes, it was over. Timon slowly looked over in the three males' direction, only to see them running off, no doubt never to return.

"Yeah, that's what ya get for messin' with us!" Timon yelled after them, a smirk on his face. Then, he remembered Shenzi and Banzai.

"Oh, hey guys-" he started to say as he turned in their direction, but then saw them walking away, already far away from him and near their home.

"Thanks for the help." he said to himself, then turned to go back to Priderock. He failed to notice however, that Shenzi and Banzai took one last glance at him, before starting off for home again.

* * *

"So lemme get this straight, you two expect us ta believe that the reason you were both gone for so long was because you were hunting?" T said. Ed looked a little mad due to his friends had left without so much as a note. 

"Mmmm, no." Shenzi and Banzai said, pretending to think.

"But it's a lot more believable than what really happened." Shenzi finished as she and Banzai started to walk off, T and Ed looked a little confused.

"Whaddya mean 'than what really happened'?" T said as she and Ed started to follow them.

"Guys?" she said.

"Guys!" she said again when they wouldn't answer her.

* * *

Timon sighed as he watched the sun start to go down past the horizon. He was sitting on a rock on Priderock, thinking to himself. After awhile, Pumbaa walked up to him. 

"Hey Timon, whatcha doin'?" he asked his friend.

"Eh, nothin'." Timon replied. Pumbaa looked around.

"Where are Maritsa and Rico?" he asked his friend again. Timon was silent for awhile, then spoke up again.

"Home, Pumbaa. Back home." he said.

* * *

THE END! Hope you all enjoyed it! Review! 


End file.
